Kirgan Danielle L. 4

What Happened
Danielle L. Kirgan, Executive Vice President and Chief Human Resources Officer of Macy's, had two equity events around March 26–27, 2026. She received a total of 95,463 restricted stock units (46,789 settled PRSUs and a 48,674-RSU grant). To cover tax obligations tied to the PRSU settlement, 2,114 shares were withheld (valued at $39,088) and an additional 15,415 shares were sold in the open market for $276,126 (weighted average price $17.91). The PRSU settlement included 5,367 dividend shares and was the payout from a March 31, 2023 performance grant covering fiscal 2023–2025.

Key Details

• Transaction dates: March 26, 2026 (vest/award and withholding) and March 27, 2026 (open-market sale). Form filed March 30, 2026.
• Grants/settlement: 46,789 PRSUs settled (includes 5,367 dividend shares) and a new grant of 48,674 RSUs (vest in four equal annual installments starting one year from grant). Each RSU = one share.
• Sales/withholding: 2,114 shares withheld to satisfy taxes at $18.49 (F2) and 15,415 shares sold in multiple open-market trades at a weighted avg $17.91 (range $17.8350–$18.0500) totaling ~$315,214.
• Shares owned after transaction: not specified on the Form 4.
• Notable footnotes: F1–F3 confirm the PRSU settlement and that the withheld shares and the shares sold to cover withholding were non-discretionary (tax-related). F6 describes the new RSU vesting schedule.
• Filing timeliness: Form 4 filed March 30, 2026, within the typical two-business-day reporting window.

Context
This filing shows an award/settlement of restricted stock units and routine dispositions to satisfy tax withholding and related obligations — not an explicit discretionary sale for investment purposes. The new 48,674-RSU grant vests over future years and represents a forward-looking compensation award rather than an immediate purchase of stock.