UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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) March 30, 2012

 

THE MACERICH COMPANY

(Exact Name of Registrant as Specified in Charter)

 

MARYLAND

 

1-12504

 

95-4448705

(State or Other Jurisdiction of
Incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

401 Wilshire Boulevard, Suite 700, Santa Monica, California 90401

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code (310) 394-6000

 

N/A

(Former Name or Former Address, if Changed Since Last report)

 

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 (see General Instruction A.2. below):

 

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

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

 

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

 

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

 

 

 



 

Item 5.02                                           Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

(b)                                 On March 30, 2012, Mr. James Cownie provided notice of his retirement from the Board of Directors of The Macerich Company, effective as of the Company’s 2012 Annual Meeting of Stockholders. Mr. Cownie’s retirement from the Board did not involve any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

 

A press release announcing the retirement of Mr. Cownie was issued on April 3, 2012, is attached hereto as Exhibit 99.1 and is hereby incorporated by this reference.

 

Item 9.01                                           Financial Statements and Exhibits.

 

99.1                        Press Release of The Macerich Company dated April 3, 2012.

 

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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: RICHARD A. BAYER

 

 

 

 

 

 

April 3, 2012

 

/s/ Richard A. Bayer

Date

 

Senior Executive Vice President,

 

 

Chief Legal Officer

 

 

and Secretary

 

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EXHIBIT INDEX

 

EXHIBIT
NUMBER

 

NAME

 

 

 

99.1

 

Press Release dated April 3, 2012

 

4


EXHIBIT 99.1

 

 

FOR IMMEDIATE RELEASE

 

Contact:

 

Arthur Coppola, Chairman and Chief Executive Officer, or

 

 

Thomas O’Hern, Senior Executive Vice President, Chief

 

 

Financial Officer and Treasurer

 

 

(310) 394-6000

 

MACERICH ANNOUNCES THE RETIREMENT OF JAMES S. COWNIE FROM ITS BOARD OF DIRECTORS

 

SANTA MONICA, CA, April 3, 2012 — The Macerich Company (NYSE: MAC) announced that James S. Cownie is retiring from its Board of Directors, effective as of the Company’s annual stockholders’ meeting for 2012.

 

“Jim Cownie served as a distinguished member of our Board since his appointment immediately after our initial public offering in 1994.  Jim has been a member of our compensation committee, our audit committee and our nominating and corporate governance committee at various times over his 18 year tenure on our Board.  Jim has made invaluable contributions to our Board and to the formation and growth of our Company,” said Arthur Coppola, Chairman and Chief Executive Officer of Macerich.

 

Mr. Cownie commented, “serving Macerich’s stockholders and other stakeholders has been a very positive experience.  I look forward to following its progress.”

 

Macerich is a fully integrated self-managed and self-administered real estate investment trust, which focuses on the acquisition, leasing, management, development and redevelopment of regional malls throughout the United States. Macerich owns approximately 65 million square feet of gross leaseable area consisting primarily of interests in 65 regional centers. Additional information about Macerich can be obtained from the Company’s website at www.macerich.com.