Macy's (M) director Naveen K. Chopra receives 8,348 restricted stock units

Rhea-AI Filing Summary

CHOPRA NAVEEN K. reported acquisition or exercise transactions in this Form 4 filing.

Macy's, Inc. director Naveen K. Chopra received a grant of restricted stock units as part of his equity compensation. The award covers 8,348 restricted stock units, each representing one share of Macy's common stock.

The restricted stock units vest on the earlier of one year from the grant date or the date of Macy's next annual meeting of shareholders. The vested shares will be automatically deferred and delivered to Chopra six months after his service on the Board of Directors ends.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider CHOPRA NAVEEN K.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	8,348	$0.00	--

Holdings After Transaction: Restricted Stock Units — 8,348 shares (Direct, null)

Footnotes (1)

1. Each restricted stock unit represents the equivalent of one share of the Issuer's common stock. The restricted stock units vest on the earlier of one year from the grant date or the date of the Issuer's next annual meeting of shareholders. The vested shares will be automatically deferred and delivered to the reporting person six months after the reporting person's service on the Issuer's Board of Directors ends.

Key Figures

RSU grant size: 8,348 restricted stock units Underlying common shares: 8,348 shares of common stock

2 metrics

RSU grant size 8,348 restricted stock units Grant of equity compensation to director Naveen K. Chopra

Underlying common shares 8,348 shares of common stock Each RSU represents one share of Macy's common stock

Key Terms

Restricted Stock Units, vest, annual meeting of shareholders, Board of Directors

4 terms

Restricted Stock Units financial

"Each restricted stock unit represents the equivalent of one share of the Issuer's common stock."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

vest financial

"The restricted stock units vest on the earlier of one year from the grant date or the date of the Issuer's next annual meeting of shareholders."

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

annual meeting of shareholders financial

"The restricted stock units vest on the earlier of one year from the grant date or the date of the Issuer's next annual meeting of shareholders."

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

Board of Directors financial

"delivered to the reporting person six months after the reporting person's service on the Issuer's Board of Directors ends."

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

CHOPRA NAVEEN K.

(Last) (First) (Middle)

C/O MACY'S, INC.

151 WEST 34TH STREET

(Street)

NEW YORK NEW YORK 10001

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Macy's, Inc. [ M ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/05/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	06/05/2026		A		8,348		(2)	(2)	Common Stock	8,348	$0	8,348	D

Explanation of Responses:

1. Each restricted stock unit represents the equivalent of one share of the Issuer's common stock.

2. The restricted stock units vest on the earlier of one year from the grant date or the date of the Issuer's next annual meeting of shareholders. The vested shares will be automatically deferred and delivered to the reporting person six months after the reporting person's service on the Issuer's Board of Directors ends.

Remarks:

	/s/ Steven R. Watts, as attorney-in-fact for Naveen K. Chopra pursuant to a Power of Attorney	06/08/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Macy's (M) director Naveen K. Chopra receive in this Form 4?

Naveen K. Chopra received a grant of 8,348 restricted stock units. Each unit represents one share of Macy's common stock, reflecting routine equity-based compensation for his role on the Board of Directors.

How many restricted stock units were granted to the Macy's (M) director?

The director was granted 8,348 restricted stock units. These units convert into an equivalent number of Macy's common shares upon vesting and later delivery, aligning the director’s compensation with long-term shareholder interests.

When do Naveen K. Chopra’s Macy's (M) restricted stock units vest?

The restricted stock units vest on the earlier of one year from the grant date or the next annual meeting of shareholders. This time-based schedule encourages continued Board service and aligns incentives with Macy’s corporate governance cycle.

When will the Macy's (M) director actually receive the vested shares?

The vested shares will be automatically deferred and delivered six months after Chopra’s service on the Board ends. This deferred delivery structure further ties his compensation to long-term board tenure and post-service alignment with Macy’s performance.

Does this Macy's (M) Form 4 indicate an open‑market stock purchase or sale?

No, this Form 4 reports a grant of restricted stock units, not an open-market trade. It reflects compensation awarded by Macy’s, rather than Chopra buying or selling shares in the public market.