M (Macy's) Form 4: Kirgan reduces stake by 100,000 shares

Rhea-AI Filing Summary

Danielle L. Kirgan, Executive Vice President and Chief HR Officer of Macy's, Inc. (M), sold 100,000 shares of Macy's common stock on 09/05/2025 at a weighted-average price of $17.2953 per share, with transaction prices ranging from $17.25 to $17.425. After the sale, the reporting person beneficially owned 286,161 shares. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 09/09/2025. The filing discloses the sale in multiple transactions and offers to provide detailed per-price quantities on request.

Positive

• Timely disclosure of insider sale in compliance with Section 16 filing requirements
• Weighted-average price and price range provided, with offer to supply per-price quantities on request

Negative

• Substantial reduction in beneficial holdings: sale of 100,000 shares reduced holdings from an implied 386,161 to 286,161 shares (≈25.9% decrease)
• No explanation provided for the disposition; Form 4 does not state whether sales were for liquidity, diversification, or other reasons

Insights

Securities Analyst

TL;DR: Insider sale of 100,000 shares reduces holdings materially but is disclosed in compliance with Section 16 reporting.

The Form 4 documents an open-market sale executed 09/05/2025 for 100,000 shares at a weighted-average price of $17.2953. The reported sale reduced the reporting person's holdings to 286,161 shares from an implied prior level of 386,161 shares. The filing follows standard disclosure practices and includes a footnote that the sale occurred in multiple transactions at prices between $17.25 and $17.425; detailed per-price quantities are available upon request. On its face, the filing is a routine insider disposition rather than a corporate action or operational disclosure.

Corporate Governance Expert

TL;DR: The disclosure is timely and complete for a Section 16 sale; no other governance issues are disclosed.

The Form 4 indicates the reporting person acted through an attorney-in-fact and provided the explanatory footnote about weighted-average pricing and multiple trades. There are no amendments or additional remarks signaling related-party transactions, option exercises, or planned sale programs in this filing. From a governance perspective, the document demonstrates compliance with reporting obligations but does not explain the rationale for the sale, which is not required on Form 4.

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

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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^*

Kirgan Danielle L.

(Last) (First) (Middle)

C/O MACY'S, INC.

151 WEST 34TH STREET

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief HR Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

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

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

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

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
Common Stock	09/05/2025		S		100,000	D	$17.2953(1)	286,161	D

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

Explanation of Responses:

1. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $17.25 to $17.425, inclusive. The reporting person undertakes to provide to Macy's, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to the Form 4.

Remarks:

	/s/ Steven R. Watts, as attorney-in-fact for Danielle L. Kirgan pursuant to a Power of Attorney	09/09/2025
	** 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.

FAQ

What did Danielle L. Kirgan (M) report on Form 4?

The filing reports that Danielle L. Kirgan sold 100,000 shares of Macy's common stock on 09/05/2025 at a weighted-average price of $17.2953.

How many Macy's shares does the reporting person own after the sale?

After the reported transaction(s) the reporting person beneficially owned 286,161 shares.

What price range were the shares sold at?

The footnote states the shares were sold in multiple transactions at prices ranging from $17.25 to $17.425.

When was the Form 4 signed and who signed it?

The Form 4 was signed on 09/09/2025 by Steven R. Watts as attorney-in-fact for Danielle L. Kirgan.

Does the filing indicate an option exercise or derivative transaction?

No. The filing reports a non-derivative sale of common stock; Table II (derivatives) contains no entries.