false 0000794367 0000794367 2024-09-04 2024-09-04 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): September 4, 2024

 

 

 

MACY’S, INC.

(Exact name of Registrant as Specified in its Charter)

 

Delaware 1-13536 13-3324058
(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

 

151 West 34th Street

New York, New York 10001

(Address of Principal Executive Offices)

 

(212) 494-1621

(Registrant’s telephone number, including area code)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, $0.01 par value per share   M   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

  

 

 

 

 

 

Item 8.01 Other Events

 

On September 4, 2024, Macy’s, Inc. (the “Company”) announced that its wholly owned subsidiary, Macy’s Retail Holdings, LLC, has commenced a tender offer (the “Tender Offer”) to repurchase certain of its outstanding senior notes and debentures with cash on hand, subject to a maximum tender offer amount representing a combined aggregate purchase price of up to $220 million (excluding accrued and unpaid interest and excluding fees and expenses related to the Tender Offer).

 

On September 4, 2024, the Company issued a press release announcing the Tender Offer. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 8.01 by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

  

Exhibit Number   Description
99.1   Press Release Relating to the Tender Offer dated September 4, 2024.
104   Cover Page Interactive Data File (embedded within the Inline XBRL Document).

 

 

 

 

MACY’S, INC.

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: September 4, 2024

 

  MACY’S, INC.
   
  By: /s/ Tracy M. Preston
  Name: Tracy M. Preston
  Title: Executive Vice President, Chief Legal Officer and Secretary