UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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| ITEM 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On January 17, 2025, the Board of Directors (the “Board”) of The Macerich Company (the “Company”), upon the recommendation of its Nominating and Corporate Governance Committee (the “Committee”), elected Mr. Devin I. Murphy to the Board effective February 1, 2025. Mr. Murphy was not appointed to serve on any committees of the Board at the time of his appointment. The Committee and the Board have determined that Mr. Murphy is independent under the requirements of the New York Stock Exchange.
As a non-employee director, Mr. Murphy will participate in the Company’s compensation and benefit programs for all non-employee directors of the Company as described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 19, 2024. The Company intends to enter into its standard form indemnification agreement with Mr. Murphy. There are no arrangements or understandings between Mr. Murphy and any other persons pursuant to which Mr. Murphy was appointed a director of the Company, nor are there any transactions subject to Item 404(a) of Regulation S-K in which the Company is a participant and Mr. Murphy has a material interest.
In connection with Mr. Murphy’s appointment, the Board approved an increase in the size of the Board from eight members to nine members, effective upon the appointment of Mr. Murphy.
A copy of the Company’s press release announcing the appointment of Mr. Murphy is attached hereto as Exhibit 99.1 and incorporated herein by reference.
| ITEM 9.01 | Financial Statements and Exhibits. |
| Exhibit No. |
Description | |
| 99.1 | Press Release dated January 24, 2025 | |
| 104 | Cover Page Interactive Data File (embedded the Inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, The Macerich Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| THE MACERICH COMPANY | ||||||
| By: ANN C. MENARD | ||||||
| Jan. 24, 2025 | /s/ Ann C. Menard | |||||
| Date | Senior Executive Vice President, | |||||
| Chief Legal Officer and Secretary | ||||||