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) August 1, 2018

THE MACERICH COMPANY

(Exact Name of Registrant as Specified in Charter)

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):

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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.    ☐

The Company issued a press release on August 1, 2018 (the “Press Release”) announcing results of operations for the Company for the quarter ended June 30, 2018 and such Press Release is furnished as Exhibit 99.1 hereto.

On August 1, 2018, the Company made available on its website a financial supplement containing financial and operating information of the Company (“Supplemental Financial Information”) for the three and six months ended June 30, 2018 and such Supplemental Financial Information is furnished as Exhibit 99.2 hereto.

The Press Release and Supplemental Financial Information included as exhibits with this report are being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” with the SEC or incorporated by reference into any other filing with the SEC.

The Press Release and Supplemental Financial Information included as exhibits with this report are being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” with the SEC or incorporated by reference into any other filing with the SEC.

Listed below are the financial statements, pro forma financial information and exhibits furnished as part of this report:

(a), (b) and (c) Not applicable.

(d) Exhibits.

Exhibit Index attached hereto and incorporated herein by reference.

2

EXHIBIT INDEX

3

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.

4

Exhibit 99.1

PRESS RELEASE

MACERICH ANNOUNCES QUARTERLY RESULTS

SANTA MONICA, CA, August 1, 2018– The Macerich Company (NYSE Symbol: MAC) today announced results of operations for the quarter ended June 30, 2018, which included net income attributable to the Company of $7.8 million or $.05 per share-diluted for the quarter ended June 30, 2018 compared to net income attributable to the Company for the quarter ended June 30, 2017 of $26.6 million or $.19 per share-diluted. For the second quarter, 2018, funds from operations (“FFO”) diluted was $125.7 million or $.83 per share-diluted compared to $148.6 million or $.98 per share-diluted for the quarter ended June 30, 2017. Excluding $.13 per share for costs related to activism, FFO per share for the quarter ended June 30, 2018 was $.96. A description and reconciliation of EPS per share-diluted to FFO per share-diluted is included in the financial tables accompanying this press release.

Results and Highlights

“During the quarter our portfolio continued to perform well. We achieved good re-leasing spreads strong tenant sales growth and quarter over quarter occupancy gains” said the Company’s chief executive officer, Arthur Coppola. “The leasing environment continues to improve including a significant number of deals with legacy retailers as well as with digitally native retailers. We continue to be encouraged by digitally native retailers’ growing demand for great real estate locations.”

Non-Core Asset Sales:

The Company continued its strategy of selling non-core assets and recycling the capital into its higher quality assets. The Company and its joint venture partners recently sold two power centers -Casa Grande Center (May 17, 2018) and The Market at Estrella Falls (July 6, 2018). Both assets are in the suburban Phoenix market. The company’s share of the net proceeds totaled $35 million.

Redevelopment:

Construction is complete on the $100 million redevelopment of our well-situated Kings Plaza in Brooklyn, New York. A redevelopment of the former Sears box, the project was designed to significantly improve the merchandise mix and shopper experience, and transform the presence of Kings Plaza from Flatbush Avenue. The redevelopment delivered openings in July of Brooklyn’s first Primark store, a new Burlington, and a new JCPenney, with Zara slated to open August 23. Combined, these retailers are expected do over $110 million in annual sales.

Scottsdale Fashion Square currently is undergoing a multi-dimensional redevelopment. Along with adding Arizona’s first Saint Laurent as well as new locations for Louis Vuitton, St. John, Gucci, and Bottega Venetta,

1

the luxury upgrades also include the creation of an all-new entrance near Neiman Marcus and the addition of new restaurants and high end fitness in a 70,000 square foot expansion that will elevate and enhance the shopper experience at this already iconic shopping destination. Other important elements include two new tenants within the former Barney’s space along Scottsdale Road, a cutting edge, technology flagship retailer and an industry leading co-working concept. The project will be completed in 2019. Project costs are expected to be in the range of $140 to $160 million (or $70 to $80 million at the Company’s pro rata share).

Redevelopment continues on The Fashion District of Philadelphia, a three-level retail hub spanning over 800,000 square footage across three city blocks in the heart of downtown Philadelphia. The scope of the project has increased with the addition of numerous entertainment and dining elements. Estimated project costs are now expected to be in the range of $400 - $420 million (or $200 to $210 million at the Company’s pro rata share). We have signed leases or are in active lease negotiations with tenants for over 80% of the leasable area. Noteworthy commitments include Century 21, Burlington, H&M, Polo Ralph Lauren, Forever 21, Columbia Sportswear, AMC Theaters, City Winery and Dallas BBQ. The grand opening is planned for September 2019.

2018 Earnings Guidance:

The Company is modifying its previously issued earnings guidance to reflect the dilution from asset sales in 2018 that were not reflected in the original guidance and for our current estimate of lease termination revenue for the remainder of 2018. A reconciliation of estimated EPS to FFO per share-diluted follows:

As a result of a stronger leasing environment and good tenant sales growth there has been less demand than forecast from retailers to terminate leases early. Accordingly our guidance for lease termination revenue is being reduced from $22 million to $15 million for 2018. That also results in the same center net operating income growth assumption changing to a range of 1.5% to 2.0%. In addition, $.05 per share of the reduced guidance relates to dilution from the sale of assets during 2018, which were not in the original guidance. More details of the guidance assumptions are included in the Company’s Form 8-K supplemental financial information.

Macerich, an S&P 500 company, 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 currently owns 52 million square feet of real estate consisting primarily of interests in 48 regional shopping centers. Macerich specializes in successful retail properties in many of the country’s most attractive, densely populated markets with significant presence in the Pacific Rim, Arizona, Chicago, and the New York Metro area to Washington DC corridor. A recognized leader in sustainability, Macerich has earned NAREIT’s prestigious “Leader in the Light” award every year from 2014-2017. For the third straight year in 2017 Macerich achieved the #1 GRESB ranking in the North American Retail Sector, among many other environmental accomplishments. Additional information about Macerich can be obtained from the Company’s website at www.macerich.com.

2

Investor Conference Call

The Company will provide an online Web simulcast and rebroadcast of its quarterly earnings conference call. The call will be available on The Macerich Company’s website at www.macerich.com (Investors Section). The call begins August 2, 2018 at 11:00 AM Pacific Time. To listen to the call, please go to the website at least 15 minutes prior to the call in order to register and download audio software if needed. An online replay at www.macerich.com (Investors Section) will be available for one year after the call.

The Company will publish a supplemental financial information package which will be available at www.macerich.com in the Investors Section. It will also be furnished to the SEC as part of a Current Report on Form 8-K.

Note: This release contains statements that constitute forward-looking statements which can be identified by the use of words, such as “expects,” “anticipates,” “assumes,” “projects,” “estimated” and “scheduled” and similar expressions that do not relate to historical matters. Stockholders are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks, uncertainties and other factors that may cause actual results, performance or achievements of the Company to vary materially from those anticipated, expected or projected. Such factors include, among others, general industry, as well as national, regional and local economic and business conditions, which will, among other things, affect demand for retail space or retail goods, availability and creditworthiness of current and prospective tenants, anchor or tenant bankruptcies, closures, mergers or consolidations, lease rates, terms and payments, interest rate fluctuations, availability, terms and cost of financing and operating expenses; adverse changes in the real estate markets including, among other things, competition from other companies, retail formats and technology, risks of real estate development and redevelopment, acquisitions and dispositions; the liquidity of real estate investments, governmental actions and initiatives (including legislative and regulatory changes); environmental and safety requirements; and terrorist activities or other acts of violence which could adversely affect all of the above factors. The reader is directed to the Company’s various filings with the Securities and Exchange Commission, including the Annual Report on Form 10-K for the year ended December 31, 2017, for a discussion of such risks and uncertainties, which discussion is incorporated herein by reference. The Company does not intend, and undertakes no obligation, to update any forward-looking information to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events unless required by law to do so.

(See attached tables)

##

3

THE MACERICH COMPANY

FINANCIAL HIGHLIGHTS

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

Results of Operations:

4

THE MACERICH COMPANY

FINANCIAL HIGHLIGHTS

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

FFO and FFO on a diluted basis are useful to investors in comparing operating and financial results between periods. This is especially true since FFO excludes real estate depreciation and amortization, as the Company believes real estate values fluctuate based on market conditions rather than depreciating in value ratably on a straight-line basis over time. The Company believes that such a presentation also provides investors with a more meaningful measure of its operating results in comparison to the operating results of other real estate investment trusts (“REITs”). In addition, the Company believes that FFO excluding non-routine costs related to shareholder activism provides useful supplemental information regarding the Company’s performance as it shows a more meaningful and consistent comparison of the Company’s operating performance and allows investors to more easily compare the Company’s results. The Company believes that FFO on a diluted basis is a measure investors find most useful in measuring the dilutive impact of outstanding convertible securities.

The Company further believes that FFO does not represent cash flow from operations as defined by GAAP, should not be considered as an alternative to net income (loss) as defined by GAAP, and is not indicative of cash available to fund all cash flow needs. The Company also cautions that FFO as presented, may not be comparable to similarly titled measures reported by other REITs.

5

THE MACERICH COMPANY

FINANCIAL HIGHLIGHTS

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

Reconciliation of net income (loss) attributable to the Company to FFO attributable to common stockholders and unit holders—basic and diluted, excluding costs related to shareholder activism (c):

Reconciliation of EPS to FFO per diluted share (c):

6

THE MACERICH COMPANY

FINANCIAL HIGHLIGHTS

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

Reconciliation of Net income (loss) attributable to the Company to Adjusted EBITDA:

Reconciliation of Adjusted EBITDA to Net Operating Income (“NOI”) and to NOI—Same Centers:

7

Exhibit 99.2

Supplemental Financial Information

For the three and six months ended June 30, 2018

The Macerich Company

Supplemental Financial and Operating Information

Table of Contents

All information included in this supplemental financial package is unaudited, unless otherwise indicated.

This Supplemental Financial Information should be read in connection with the Company’s second quarter 2018 earnings announcement (included as Exhibit 99.1 of the Company’s Current Report on 8-K, event date August 1, 2018) as certain disclosures, definitions and reconciliations in such announcement have not been included in this Supplemental Financial Information.

The Macerich Company

Supplemental Financial and Operating Information

Overview

The Macerich Company (the “Company”) is involved in the acquisition, ownership, development, redevelopment, management and leasing of regional and community/power shopping centers located throughout the United States. The Company is the sole general partner of, and owns a majority of the ownership interests in, The Macerich Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”).

As of June 30, 2018, the Operating Partnership owned or had an ownership interest in 48 regional shopping centers and six community/power shopping centers aggregating approximately 52 million square feet of gross leasable area (“GLA”). These 54 centers (which include any related office space) are referred to hereinafter as the “Centers”, unless the context requires otherwise.

The Company is a self-administered and self-managed real estate investment trust (“REIT”) and conducts all of its operations through the Operating Partnership and the Company’s management companies (collectively, the “Management Companies”).

All references to the Company in this Exhibit include the Company, those entities owned or controlled by the Company and predecessors of the Company, unless the context indicates otherwise.

Upon adoption of ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”), on January 1, 2018, the Company changed its accounting for its investment in the Chandler Fashion Center and Freehold Raceway Mall (“Chandler Freehold”) joint venture from a co-venture arrangement to a financing arrangement. Accordingly, the Company replaced its $31.1 million co-venture asset with a $393.7 million financing arrangement liability on its consolidated balance sheets and recorded a charge of $424.8 million to equity as a cumulative effect adjustment. Under ASC 606, any subsequent changes in fair value of the financing arrangement liability are recognized as financing expense in the Company’s consolidated statements of operations. During the three and six months ended June 30, 2018, the Company has included in interest expense ($4.9) million and $3.1 million, respectively in connection with the financing arrangement that consists of i) a credit of $8.8 million and $4.4 million to adjust for the reduction of fair value of the financing arrangement obligation during the three and six months ended June 30, 2018, respectively, ii) distributions of $2.5 million and $4.5 million to its partner representing the partner’s share of net income for the three and six months ended June 30, 2018, respectively, and iii) distributions of $1.4 million and $3.0 million to its partner in excess of the partner’s share of net income for the three and six months ended June 30, 2018, respectively.

The Company presents certain measures in this Exhibit on a pro rata basis which represents (i) the measure on a consolidated basis, minus the Company’s partners’ share of the measure from its consolidated joint ventures (calculated based upon the partners’ percentage ownership interest); plus (ii) the Company’s share of the measure from its unconsolidated joint ventures (calculated based upon the Company’s percentage ownership interest). Management believes that these measures provide useful information to investors regarding its financial condition and/or results of operations because they include the Company’s share of the applicable amount from unconsolidated joint ventures and exclude the Company’s partners’ share from consolidated joint ventures, in each case presented on the same basis. The Company has several significant joint ventures and the Company believes that presenting various measures in this manner can help investors better understand the Company’s financial condition and/or results of operations after taking into account its economic interest in these joint ventures. Management also uses these measures to evaluate regional property level performance and to make decisions about resource allocations. The Company’s economic interest (as distinct from its legal ownership interest) in certain of its joint ventures could fluctuate from time to time and may not wholly align with its legal ownership interests because of provisions in certain joint venture agreements regarding distributions of cash flow based on capital account balances, allocations of profits and losses, payments of preferred returns and control over major decisions. Additionally, the Company does not control its unconsolidated joint ventures and the

1

presentation of certain items, such as assets, liabilities, revenues and expenses, from these unconsolidated joint ventures does not represent the Company’s legal claim to such items.

This document contains information constituting forward-looking statements and includes expectations regarding the Company’s future operational results as well as development, redevelopment and expansion activities. Stockholders are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks, uncertainties and other factors that may cause actual results, performance or achievements of the Company to vary materially from those anticipated, expected or projected. Such factors include, among others, general industry, economic and business conditions, which will, among other things, affect demand for retail space or retail goods, availability and creditworthiness of current and prospective tenants, anchor or tenant bankruptcies, closures, mergers or consolidations, lease rates, terms and payments, interest rate fluctuations, availability, terms and cost of financing, operating expenses, and competition; adverse changes in the real estate markets, including the liquidity of real estate investments; and risks of real estate development, redevelopment, and expansion, including availability, terms and cost of financing, construction delays, environmental and safety requirements, budget overruns, sunk costs and lease-up; the inability to obtain, or delays in obtaining, all necessary zoning, land-use, building, and occupancy and other required governmental permits and authorizations; and governmental actions and initiatives (including legislative and regulatory changes) as well as terrorist activities or other acts of violence which could adversely affect all of the above factors. Furthermore, occupancy rates and rents at a newly completed property may not be sufficient to make the property profitable. The reader is directed to the Company’s various filings with the Securities and Exchange Commission, including the Annual Report on Form 10-K for the year ended December 31, 2017, for a discussion of such risks and uncertainties, which discussion is incorporated herein by reference. The Company does not intend, and undertakes no obligation, to update any forward-looking information to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events unless required by law to do so.

2

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Capital Information and Market Capitalization

Portfolio Capitalization at June 30, 2018

3

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Changes in Total Common and Equivalent Shares/Units

4

The Macerich Company

Consolidated Statements of Operations (Unaudited)

(Dollars in thousands)

5

The Macerich Company

Consolidated Balance Sheet (Unaudited)

As of June 30, 2018

(Dollars in thousands)

6

The Macerich Company

Non-GAAP Pro Rata Financial Information (Unaudited)

(Dollars in thousands)

7

The Macerich Company

Non-GAAP Pro Rata Financial Information (Unaudited)

(Dollars in thousands)

8

The Macerich Company

2018 Guidance Range (Unaudited)

Management is revising its previous estimate of diluted EPS and FFO per share guidance for 2018. A reconciliation of estimated EPS to FFO per share-diluted, excluding costs related to shareholder activism, follows:

9

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Supplemental FFO Information(a)

10

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Capital Expenditures(a)

11

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Regional Shopping Center Portfolio

Sales Per Square Foot(a)

12

The Macerich Company

Sales Per Square Foot by Property Ranking (Unaudited)