Macy's SVP sells shares to cover tax withholding

Macy's, Inc. senior vice president and controller Paul Griscom reported routine equity compensation activity.

Rhea-AI Filing Summary

Macy's, Inc. senior vice president and controller Paul Griscom reported routine equity compensation activity. On April 3, he converted 2,629 restricted stock units into the same number of common shares at a stated price of $0.00 per share and continued to hold 7,888 restricted stock units afterward.

On April 6, Griscom sold 745 common shares at a weighted average price of $17.924 per share, with sale prices ranging from $17.85 to $17.97, solely to cover tax withholding obligations upon the vesting of restricted shares. Following these transactions, he directly owns 35,450 common shares.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 3 txns

Insider Griscom Paul

Role SVP and Controller

Sold 745 shs ($13K)

Approx. gross sale proceeds $13K

Approx. exercise cost $0.00

Type	Security	Shares	Price	Value
Sale	Common Stock	745	$17.924	$13K
Exercise	Restricted Stock Units	2,629	$0.00	$0.00
Exercise	Common Stock	2,629	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 7,888 contracts (Direct); Common Stock — 35,450 shares (Direct)

Footnotes (4)

1. F1. Each restricted stock unit represents the equivalent of one share of the Issuer's common stock.
2. F2. Represents the number of shares sold by the reporting person to cover tax withholding obligations upon the vesting of restricted shares and does not represent a discretionary transaction by the reporting person.
3. F3. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $17.85 to $17.97, 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.
4. F4. On April 3, 2025, the reporting person was granted 10,517 restricted stock units vesting in four equal installments beginning on the first anniversary of the grant date.

Key Figures

Shares sold for tax withholding: 745 shares Weighted average sale price: $17.924 per share RSUs converted to common stock: 2,629 units/shares +4 more

7 metrics

Shares sold for tax withholding 745 shares Open-market sale on April 6, 2026 to cover tax obligations

Weighted average sale price $17.924 per share 745 shares sold in trades from $17.85 to $17.97

RSUs converted to common stock 2,629 units/shares Restricted stock units converted on April 3, 2026 at $0.00

Common shares held after transactions 35,450 shares Direct ownership following April 2026 transactions

RSUs held after conversion 7,888 units Restricted stock units remaining after 2,629 converted

Prior RSU grant size 10,517 units Grant on April 3, 2025 vesting in four equal installments

Sale price range $17.85–$17.97 Price range for multiple sale transactions on April 6, 2026

Key Terms

restricted stock units, tax withholding obligations, weighted average price, derivative security, +1 more

5 terms

restricted stock units financial

"On April 3, 2025, the reporting person was granted 10,517 restricted stock units vesting in four equal installments"

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.

tax withholding obligations financial

"Represents the number of shares sold by the reporting person to cover tax withholding obligations upon the vesting of restricted shares"

weighted average price financial

"The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security""

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

vesting financial

"grant of 10,517 restricted stock units vesting in four equal installments beginning on the first anniversary"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did Macy's (M) SVP Paul Griscom report?

Paul Griscom reported converting 2,629 restricted stock units into common stock and selling 745 common shares. The sale was made to cover tax withholding obligations tied to vesting, and he continues to hold 35,450 common shares and 7,888 unvested restricted stock units.

How many Macy's (M) shares did Paul Griscom sell, and at what price?

Paul Griscom sold 745 Macy's common shares at a weighted average price of $17.924 per share. The shares were sold in multiple trades between $17.85 and $17.97, and the transactions were undertaken specifically to satisfy tax withholding obligations on vested restricted shares.

Was Paul Griscom’s Macy's (M) share sale a discretionary trade?

The sale was not discretionary. Footnotes state the 745 shares were sold solely to cover tax withholding obligations upon the vesting of restricted shares. This characterizes the disposition as a tax-related event rather than a voluntary open-market decision about Macy’s stock exposure.

How many Macy's (M) shares and RSUs does Paul Griscom hold after these transactions?

After the reported transactions, Paul Griscom directly owns 35,450 Macy's common shares. He also holds 7,888 restricted stock units, each representing the equivalent of one share of common stock. These figures reflect his remaining equity position as disclosed in the Form 4 filing.

What restricted stock unit activity did Macy's (M) report for Paul Griscom?

Macy's reported that 2,629 restricted stock units converted into the same number of common shares at a stated price of $0.00 per share. A footnote notes a prior grant of 10,517 restricted stock units on April 3, 2025, vesting in four equal annual installments.

How large is Paul Griscom’s Macy's (M) tax-related share sale versus his holdings?

Griscom sold 745 common shares to cover tax withholding obligations, compared with 35,450 common shares held after the transactions. This indicates the reported sale was small relative to his remaining direct Macy’s share ownership and stems from equity compensation vesting.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/07/2026 - 04:17 PM Learn about SEC filing dates

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^*

Griscom Paul

(Last) (First) (Middle)

C/O MACY'S, INC.

145 PROGRESS PLACE

(Street)

SPRINGDALE OHIO 45246

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/03/2026

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
Common Stock	04/03/2026		M		2,629	A	(1)	36,195	D
Common Stock	04/06/2026		S		745(2)	D	$17.924(3)	35,450	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
Restricted Stock Units	(1)	04/03/2026		M			2,629	(4)	(4)	Common Stock	2,629	$0	7,888	D

Explanation of Responses:

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

2. Represents the number of shares sold by the reporting person to cover tax withholding obligations upon the vesting of restricted shares and does not represent a discretionary transaction by the reporting person.

3. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $17.85 to $17.97, 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.

4. On April 3, 2025, the reporting person was granted 10,517 restricted stock units vesting in four equal installments beginning on the first anniversary of the grant date.

Remarks:

	/s/ Steven R. Watts, as attorney-in-fact for Paul Griscom pursuant to a Power of Attorney	04/07/2026
	** 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)