Menard Ann C 4
4 · MACERICH CO · Filed Feb 18, 2026
Research Summary
AI-generated summary of this filing
Macerich (MAC) Chief Legal Officer Ann Menard Receives Award (LTIP)
What Happened
- Ann C. Menard, Chief Legal Officer and Secretary of Macerich (MAC), was granted two long-term incentive plan (LTIP) unit awards on February 16, 2026 totaling 92,996 LTIP Units (41,411 + 51,585). The awards were reported as acquisitions at $0.00 per unit (transaction code A — award/grant). These LTIP Units are derivative partnership units that can be converted into common units of the partnership and generally redeemed for cash equal to the fair market value of a share of Macerich common stock (or, at the issuer’s election, exchanged for one share).
Key Details
- Transaction date: February 16, 2026; Form 4 filed February 18, 2026.
- Awarded units: 41,411 LTIP Units (time-vesting) and 51,585 LTIP Units (performance-based); total = 92,996 units.
- Price: $0.00 per unit (award); no cash paid by the reporting person.
- Vesting / retention:
- The 41,411 LTIP Units vest one‑third on Dec 31, 2026, one‑third on Dec 31, 2027 and one‑third on Dec 31, 2028.
- The 51,585 performance-based LTIP Units were earned at 102.89% of target for the 2023–2025 performance period, vested on Dec 31, 2025, and must be retained by the reporting person until Dec 31, 2026.
- Shares owned after transaction: Not disclosed in the provided filing.
- Filing timeliness: Reported promptly (no late filing indicated).
Context
- These are compensation awards (derivative LTIP Units), not open-market purchases or sales — they do not necessarily signal insider buying or selling intent.
- LTIP Units are convertible/redeemable for common-equivalent value without an expiration date on conversion rights; the company can instead deliver shares when units are presented for redemption.
- Performance-based awards reflect achievement of pre-set goals (the 51,585 units were earned above target); time-based awards vest over multiple years.
Insider Transaction Report
Form 4
MACERICH COMAC
Menard Ann C
Chief Legal Officer/Secretary
Transactions
- Award
LTIP Units
[F1][F2]2026-02-16+41,411→ 127,062 total→ Common Stock (41,411 underlying) - Award
LTIP Units
[F3][F4]2026-02-16+51,585→ 178,647 total→ Common Stock (51,585 underlying)
Footnotes (4)
- [F1]Represents units of limited partnership interest in The Macerich Partnership, L.P. (the "Partnership"), of which the Issuer is the general partner, issued as long term incentive compensation pursuant to the Issuer's equity based compensatory programs. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes and time vesting, each LTIP Unit may be converted into a common unit of limited partnership interest in the Partnership (a "Common Unit"). Each Common Unit acquired upon conversion of a LTIP Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of a share of the Issuer's common stock, except that the Issuer may, at its election, acquire each Common Unit so presented for one share of common stock. The rights to convert LTIP Units to Common Units and redeem Common Units do not have expiration dates.
- [F2]LTIP Units vest one-third on December 31, 2026, one-third on December 31, 2027 and one-third on December 31, 2028.
- [F3]Represents the vesting of performance-based units of limited partnership interest in The Macerich Partnership, LP (the "Partnership"), of which the Issuer is the general partner. These LTIP Units were issued as long-term incentive compensation and vested upon achievement of certain pre-established performance criteria. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, each LTIP Unit may be converted, at the election of the holder, into a common unit of limited partnership interest in the Partnership ("Common Unit"). Each Common Unit may generally be redeemed, at the election of the holder, for cash equal to the then fair market value of a share of the Issuer's common stock, except that the Issuer may, at its election, acquire each Common Unit for one share of common stock. The rights to convert LTIP Units into Common Units and redeem for common stock do not have expiration dates.
- [F4]On January 1, 2023, the reporting person was granted an LTIP Unit award pursuant to which the reporting person could earn 50,136 LTIP Units at target performance, based on the Issuer's performance relative to certain performance criteria during the period from January 1, 2023 through December 31, 2025. On February 16, 2026, the Compensation Committee of the Board of Directors of the Issuer determined that 51,585 of the LTIP Units, or 102.89% of the target amount, were earned based on the Issuer's performance during the performance period. The LTIP Units vested on December 31, 2025 and must be retained by the reporting person until December 31, 2026.
Signature
Ann C. Menard|2026-02-18