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Macy’s, Inc. filings document the public-company disclosures of a retail operator with the Macy’s, Bloomingdale’s and Bluemercury nameplates. Recent Form 8-K reports cover operating results, financial condition, cash flows, non-GAAP measures such as adjusted EBITDA and adjusted earnings, and updates to financial disclosure metrics tied to the company’s go-forward business and comparable-sales reporting.
The company’s proxy and other current reports also describe shareholder meeting matters, board composition, director elections, executive compensation, compensatory arrangements and governance changes. These filings frame Macy’s capital-market reporting around retail performance, disclosure controls, governance structure and shareholder voting processes.
Macy’s, Inc. announced that directors Richard Clark, Douglas W. Sesler and Tracey Zhen have told the Board they will not stand for re-election at the annual shareholders meeting scheduled for May 15, 2026. The company states their decisions are not due to any dispute or disagreement regarding operations, policies or practices.
With these departures, the Board has approved reducing its size from 13 to 10 members, effective as of the 2026 annual meeting. Macy’s explains that it regularly reviews board size and that this change is intended to align with its current strategic focus while keeping flexibility to adjust board composition in the future.
Macy’s, Inc. reported fourth-quarter 2025 net sales of $7.6 billion, with comparable sales up 1.8% and GAAP diluted EPS of $1.84. Bloomingdale’s led growth with comparable sales up 9.9%, while Macy’s “Reimagine 125” locations grew 0.9%.
For fiscal 2025, net sales were $21.8 billion and comparable sales rose 1.5%. GAAP net income reached $642 million and GAAP diluted EPS was $2.32. The company generated $1.4 billion in operating cash flow and $797 million in free cash flow, ending the year with $1.2 billion in cash.
Macy’s returned $448 million to shareholders through dividends and share repurchases and had $1.1 billion remaining under its $2.0 billion repurchase authorization. For 2026, it guides net sales of $21.4–$21.65 billion, comparable sales change of (0.5%) to 0.5% and adjusted diluted EPS of $1.90–$2.10.
Macy's, Inc. executive Tracy M. Preston, EVP, CLO & Corporate Secretary, reported equity transactions tied to restricted stock unit vesting. On February 28, 2026, 18,061 restricted stock units were exercised into the same number of common shares at $0.00 per share. On March 2, 2026, 6,654 common shares were withheld by Macy's at $19.78 per share to cover tax obligations, a non-discretionary transaction. After these moves, Preston directly owned 16,130 common shares and held 18,062 restricted stock units.
Macy’s, Inc. announced that its Board of Directors has scheduled the company’s annual stockholders meeting for May 15, 2026. This is the meeting where shareholders can vote on key corporate matters and director elections as presented in the proxy materials.
The Board also set March 19, 2026 as the record date. Only stockholders of Macy’s who are recorded as owning shares at the close of business on that date will be entitled to receive notice of, and vote at, the May 15, 2026 annual meeting.
Macy’s, Inc. announced that its Board of Directors has scheduled the company’s annual stockholders meeting for May 15, 2026. This is the meeting where shareholders can vote on key corporate matters and director elections as presented in the proxy materials.
The Board also set March 19, 2026 as the record date. Only stockholders of Macy’s who are recorded as owning shares at the close of business on that date will be entitled to receive notice of, and vote at, the May 15, 2026 annual meeting.
Macy’s, Inc. is updating its financial disclosure metrics to focus on its go-forward business, without changing any GAAP financial statements. New metrics emphasize comparable sales and dollar sales on an owned + licensed + marketplace (OLM) basis and add Macy’s, Inc. total revenue for the go-forward business.
The company is also revising non-GAAP definitions so Adjusted net income, Adjusted EBIT, Adjusted EBITDA and Adjusted EPS now exclude gains on sale of real estate and benefit plan income, in addition to prior exclusions. Recast data show Macy’s, Inc. go-forward comparable OLM sales changing from a 5.7% decline in fiscal 2023 to a 0.6% decline in 2024 and a 1.6% increase for Q3 2025 year-to-date. Go-forward total revenue change versus prior year improves from (5.7)% in fiscal 2023 to (3.2)% in 2024 and 1.5% growth for Q3 2025 year-to-date.
Macy's, Inc. director Douglas William Sesler reported an equity-based award in the form of phantom stock units. On 12/31/2025, he acquired 1,353 derivative securities, each representing a right to receive one share of Macy's common stock on a 1-for-1 basis. The units are to be settled in common stock when he leaves the Board of Directors. The filing notes that the reported average value of these stock units is $20.3283, based on the average value of the units granted each month during the quarter covered by this report. Following this transaction, he directly beneficially owned 1,353 phantom stock units linked to Macy's common stock.
Macy's, Inc. director Richard L. Markee reported an equity-related award in the form of derivative securities. On 12/31/2025, he received 1,353 phantom stock units, each convertible into one share of Macy's common stock on a 1-for-1 basis. The award is structured so that the units are to be settled in common stock when he leaves the Board of Directors. The reported value per unit, $20.3298, represents the average of the stock unit values granted each month during the quarter covered by this report. Following this transaction, the phantom stock units are held as a direct ownership position.