Macerich : Proxy 2024

The Macerich Company

Dear Fellow Stockholders:

April 19, 2024

You are cordially invited to attend our 2024 Annual Meeting of Stockholders to be held on Thursday, May 30, 2024 at 10:00 a.m. local time at The Fairmont Miramar Hotel, 101 Wilshire Boulevard, Santa Monica, California 90401. The accompanying Notice and Proxy Statement contain details concerning the matters to be considered during our Annual Meeting.

At our Annual Meeting, you will be asked to consider and vote on the following matters:

1. election of the seven directors named in the accompanying Proxy Statement;
2. approval of the amendment to our Employee Stock Purchase Plan;
3. approval, on a non-binding, advisory basis, of the compensation of our named executive officers as described in the accompanying Proxy Statement;
4. ratification of the appointment of KPMG LLP as our independent registered public accounting firm; and
5. the transaction of such other business as may properly come before our Annual Meeting and any postponement or adjournment thereof.

Our Board of Directors unanimously recommends that you vote your shares:

"FOR" the election of the seven directors named in the accompanying Proxy Statement;

"FOR" the approval of the amendment to our Employee Stock Purchase Plan;

"FOR" the approval of the compensation of our named executive officers as described in the accompanying Proxy Statement; and

"FOR" the ratification of the appointment of KPMG LLP as our independent registered public accounting firm.

We are pleased to again take advantage of the Securities and Exchange Commission rules that allow us to furnish proxy materials to our stockholders over the Internet. We believe that this e-proxy process expedites stockholders' receipt of proxy materials, while also lowering the costs and reducing the environmental impact of our Annual Meeting. On or about April 19, 2024, we mailed to most of our stockholders a Notice of Internet Availability of Proxy Materials containing instructions on how to access our Proxy Statement and 2023 Annual Report to Stockholders and authorize their proxies online. All other stockholders will receive these materials by mail. If you only received a Notice of Internet Availability of Proxy Materials by mail, the Notice contains instructions on how you can obtain a paper copy of the Proxy Statement and Annual Report.

Your vote is important. Whether or not you plan to attend our Annual Meeting, we urge you to submit your Proxy to ensure your shares are represented and voted at our Annual Meeting. If you attend our Annual Meeting, you may continue to have your shares voted as instructed on your Proxy or you may withdraw your Proxy at the meeting and vote your shares in person by following the instructions for doing so in the accompanying Proxy Statement.

We look forward to seeing you at our Annual Meeting and thank you for your continued support.

Jackson Hsieh	Steven R. Hash
President and Chief Executive Officer	Chairman of the Board

THE MACERICH COMPANY

401 WILSHIRE BOULEVARD

SUITE 700

SANTA MONICA, CALIFORNIA 90401

_______________

NOTICE OF THE 2024 ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD ON MAY 30, 2024

_______________

NOTICE IS HEREBY GIVEN that the 2024 Annual Meeting of Stockholders (the "Annual Meeting") of The Macerich Company, a Maryland corporation (the "Company"), will be held on Thursday, May 30, 2024 at 10:00 a.m. local time at The Fairmont Miramar Hotel, 101 Wilshire Boulevard, Santa Monica, California 90401, to consider and vote upon:

1. the election of seven directors, each to serve until the next annual meeting of stockholders and until his or her successor is duly elected and qualifies;
2. the approval of the amendment to our Employee Stock Purchase Plan;
3. the approval, on a non-binding, advisory basis, of the compensation of our named executive officers as described in the accompanying Proxy Statement;
4. the ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024; and
5. the transaction of such other business as may properly come before our Annual Meeting and any postponement or adjournment thereof.

Action may be taken on the foregoing matters at our Annual Meeting on the date specified above, or on any date or dates to which our Annual Meeting may be postponed or adjourned. Only stockholders of record of our common stock at the close of business on March 22, 2024 will be entitled to notice of, and to vote at, our Annual Meeting.

Your vote is important. Whether or not you plan to attend our Annual Meeting, we urge you to submit your Proxy to ensure your shares are represented and voted at our Annual Meeting. If you attend our Annual Meeting, you may continue to have your shares voted as instructed on your Proxy or you may withdraw your Proxy at the meeting and vote your shares in person by following the instructions for doing so in our Proxy Statement.

Record stockholders may authorize their Proxies:

• By Internet: Go to the website address shown on your Proxy.
• By Toll-Free Telephone: If you received a printed set of Proxy Materials by mail, you may call the toll-free number shown on your Proxy and follow the recorded instructions.
• By Mail: If you received a printed set of Proxy Materials by mail, you may mark, sign, date and promptly return the enclosed Proxy in the postage-paid envelope.

Beneficial stockholders: If your shares of common stock are held by a bank, broker or other nominee, please follow the instructions you receive from your bank, broker or other nominee on how to authorize voting of your shares of common stock at our Annual Meeting.

By Order of the Board of Directors

Ann C. Menard

Secretary

Santa Monica, California

April 19, 2024

TABLE OF CONTENTS
Proxy Statement Summary	i
About Our Annual Meeting	1
Proposal 1: Election of Directors	5
Information Regarding Director Nominees	7
Corporate Governance	12
Compensation of Non-EmployeeDirectors	18
Executive Officers	25
Equity Ownership of Directors, Named Executive Officers and Principal Stockholders	25
Executive Officer Biographical Information	27
Report of the Compensation Committee	28
Compensation Discussion And Analysis	28
Executive Summary	29
Executive Compensation	44
Summary Compensation Table-FiscalYears 2021-2023	45
Grants of Plan-Based Awards-Fiscal2023	48
Discussion of Summary Compensation and Grants of Plan-Based Awards Table	48
Outstanding Equity Awards at December 31, 2023	50
Option Exercises and Stock Vested-Fiscal2023	51
Nonqualified Deferred Compensation-Fiscal2023	51
Potential Payments Upon Termination or Change in Control	52
CEO Pay Ratio	57
Pay Versus Performance	58
Equity Compensation Plan Information	61
Compensation Committee Interlocks and Insider Participation	61
Audit Committee Matters	61
Report of the Audit Committee	61
Principal Accountant Fees and Services	62
Audit Committee Pre-ApprovalPolicy	62
Proposal 2: Amendment of our Employee Stock Purchase Plan	64
Proposal 3: Non-Binding Advisory Vote to Approve the Compensation of our Named Executive Officers	68
Proposal 4: Ratification of the Appointment of KPMG LLP as our Independent Registered Public
Accounting Firm	69
Independent Registered Public Accounting Firm	69
Additional Matters	70
Solicitation of Proxies	70
Stockholder Proposals and Director Nominees	70
Householding of Proxy Materials	70
Other Matters	70
Forward-LookingInformation	71
Appendix I-Reconciliationof Non-GAAPMeasures	I-1
Appendix II-First Amendment to The Macerich Company Employee Stock Purchase Plan	II-1

[THIS PAGE INTENTIONALLY LEFT BLANK]

PROXY STATEMENT SUMMARY

This summary highlights information contained elsewhere in our Proxy Statement. This summary does not contain all of the information that you should consider, and you should read the entire Proxy Statement carefully before voting or authorizing a proxy to vote your shares. Page references are supplied to help you find further information in our Proxy Statement.

Our Annual Meeting

TIME AND DATE: 10:00 a.m. local time on Thursday, May 30, 2024

PLACE:

The Fairmont Miramar Hotel

101 Wilshire Boulevard

Santa Monica, California

RECORD DATE: Close of business on March 22, 2024

Voting

Each share of our common stock, par value $0.01 per share ("Common Stock"), entitles the holder thereof to one vote for each director nominee and one vote on each of the other proposals to be voted upon at our Annual Meeting.

You may vote or authorize a proxy to vote by any of the following methods:

Internet: Go to the website address shown on your Proxy until 11:59 p.m., Eastern Time, the day before the Annual Meeting.

Telephone: Call the toll-free number shown on your Proxy and follow the recorded instructions. The deadline for submitting your Proxy by telephone is 11:59 p.m., Eastern Time, the day before the Annual Meeting.

Mail: Mark, sign, date and return your Proxy in the postage-paid envelope promptly so that it is received prior to the Annual Meeting.

In Person: If you are a stockholder of record, you may vote in person by attending the Annual Meeting. If your shares are held in street name, you will need to obtain a "legal proxy" from your broker, bank or other nominee and present it at the Annual Meeting prior to voting in person.

About Our Annual Meeting (page 1)

We provide answers to many questions about our Annual Meeting, including how to vote your shares, in our Q&A section beginning on page 1 of our Proxy Statement.

2024 PROXY STATEMENT

i

PROXY STATEMENT SUMMARY

Proposals and Board Recommendations

Proposal		Board	Page
	Recommendation	Reference
Proposal 1	Election of Seven Directors	For all nominees	5
Proposal 2	Amendment to our Employee Stock Purchase Plan	For	64
Proposal 3	Non-Binding Advisory Vote to Approve the Compensation of our Named	For	68
	Executive Officers

Proposal 4 Ratification of the Appointment of KPMG LLP as our Independent Registered Public Accounting Firm for the Fiscal Year Ending

December 31, 2024For69

Transaction of any other business that properly comes before our Annual Meeting and any postponement or adjournment thereof

Our Business Highlights (page 29)

OPERATIONAL ACHIEVEMENTS:

• Sustained occupancy growth, strong tenant sales and increases in common area revenue drove strong same-center net operating income ("NOI") growth in 2023 of 4.5%, which was our Company's third consecutive year of strong NOI growth (see Appendix I for non-GAAP reconciliation)
• Executed seven loan transactions totaling approximately $2.8 billion, or approximately $2 billion at our ownership share. This included an approximate 4.5-year renewal and upsizing of our $650 million revolving corporate credit facility during Q3 2023
• Achieved a total shareholder return of 46% for 2023 - a top 10 finish among all real estate investment trusts (" REITs")
• Base rent re-leasing spreads were 17% greater than expiring base rent for the year ended December 31, 2023
• Portfolio occupancy increased to 93.5% as of December 31, 2023

LEASING ACHIEVEMENTS:

• Reported the strongest leasing volume on record by leasing 4.2 million square feet, representing a 12% increase in the amount of square footage leased over 2022
• Opened 257 stores for 1.6 million square feet, representing an 80% increase in store openings versus 2022 across all brand categories, including luxury, digitally native and emerging, international, experiential and traditional retail
• Executed leases for 81 new-to-portfolio brands across 96 stores, totaling over 600,000 square feet
• Maintained a strong leasing pipeline for 2024 through 2026, including 2.2 million square feet of signed leases, totaling $62 million of incremental rent from new stores not yet open
• Continued our diversification strategy by executing approximately 2 million square feet of grocery use portfolio-wide, benefiting our properties with repeat, regular visits and increasing our innovative tenants, including fitness and experiential uses, such as Beyond Yoga, CAMP, Club Studio, Kiln, Level99, Industrious, Life Time and Round One Spo-Cha

ii 2024 PROXY STATEMENT

COMMUNITY

OUTREACH ACHIEVEMENTS:

PROXY STATEMENT SUMMARY

• Supported more than 433 unique organizations through volunteerism and in-kind/monetary donations
• Executed more than 2,250 community events at our shopping centers, from movies and concerts to holiday and cultural events and farmer's markets
• Collected supplies and backpacks to equip 20,000 kids for school and continued our laptop donation program that has distributed over 750 computers to schools and community organizations since 2020, including 130+ laptops in 2023
• Donated over 1.8 million meals since 2020 to organizations that help people living with food insecurity
• Hosted blood drive events at our shopping centers, collecting life-saving donations that impacted up to 52,000 lives
• Noted a 37% increase in donations made through our Company's donor-advised funds program
• Logged 1,420 employee volunteer hours through the Macerich Volunteer Program

ENVIRONMENTAL/	• Achieved #1 ranking among all U.S. retail and top 10 in retail worldwide in the 2023 GRESB Real Estate
SUSTAINABILITY
ACHIEVEMENTS:	Assessment and rated A for disclosure
	• Included in the top tier CDP Climate 'A' List for the eighth year
	• Named among America's Most Responsible Companies by Newsweek and Statista
	• Achieved ISS Prime Status
	• Ranked #23 on the Environmental Protection Agency's Green Power Partnership List of Top 30 On-Site
	Generation Companies, landing on the list for the seventh year
	• Received recognition for four properties as IREM Certified Sustainable Properties
	• Achieved Green Lease Leader - Silver recognition for the newly implemented Green Lease program
	• Attained 34% of total energy consumption supplied from clean and renewable sources

EMPLOYEE ENGAGEMENT/ CULTURE ACHIEVEMENTS:

• Continued our progress in leadership representation, with individuals identifying as female accounting for 40% of promotions at the Vice President level and 89% at the Assistant Vice President level with individuals identifying as female from underrepresented groups accounting for 22% of all promotions at the Assistant Vice President level
• MacImpact Committee, a cross-disciplinary advisory group, meets quarterly with organizational leaders; this strategic body guides and amplifies our environmental and corporate social responsibility efforts
• Expanded our summer diversity internship program to eight department tracks and nearly doubled the number of participants
• Increased mentorship program participation by 49% year-over-year
• Facilitated employee engagement and advocacy through employee panel events and physical and mental well-being challenges and provided ongoing support to our Employee Resource Groups - Parents at Macerich and Veterans at Macerich
• Delivered over 2,500 hours of training with more than 2,400 completed training courses to employees through our Training and Education Portal

2024 PROXY STATEMENT

iii

PROXY STATEMENT SUMMARY

Election of our Director Nominees (page 7)

Name	Age	Director	Occupation	Independent	Committee	Other Public
Since	Memberships	Company Boards
Eric K. Brandt	61	2018	Retired Executive Vice	P	Capital Allocation (Chair);	Gen Digital, Inc. (f/k/a
			President and Chief		Compensation	NortonLifeLock Inc.);
			Financial Officer of			Dentsply Sirona Inc. and
			Broadcom Corporation			Lam Research Corporation
Steven R. Hash	59	2015	Retired Co-Founder,	P	Audit, Capital Allocation;	Alexandria Real Estate
			President and Chief		Compensation, Executive	Equities, Inc. and Nuveen
			Operating Officer of		(Chair); Nominating and	Global Cities REIT, Inc.
			Renaissance Macro
				Corporate Governance
			Research, LLC
Enrique Hernandez, Jr.	68	2022	Executive Chairman,	P	Nominating and Corporate	Chevron Corporation and
			Inter-Con Security		Governance	McDonald's Corporation
			Systems, Inc.
Daniel J. Hirsch	50	2018	Retired Chief Financial	P	Compensation;	Ready Capital Corporation
			Officer and Secretary,		Nominating and Corporate	and Nuburu Inc.
			Anzu Special Acquisition		Governance (Chair)
			Corp I
Jackson Hsieh	63	2024	President and Chief		Capital Allocation;	None
			Executive Officer of our		Executive
			Company
Marianne Lowenthal	63	2022	President and Sole	P	Audit	None
			Principal, Granadier Co.
Andrea M. Stephen	59	2013	Retired Executive Vice	P	Capital Allocation;	Slate Grocery REIT
			President, Investments of		Compensation (Chair);
			The Cadillac Fairview		Executive
			Corporation Limited

Amendment to our Employee Stock Purchase Plan (page 64)

We are asking our stockholders to consider and vote to approve the amendments to our Employee Stock Purchase Plan or "ESPP", which was adopted by our Board, subject to stockholder approval, to increase the aggregate number of shares under the ESPP by 500,000. We believe that our ESPP has helped and will continue to help our Company to retain and motivate our employees and to further align their interests with those of our stockholders.

Advisory Say-on-Pay Vote (page 68)

We maintain an open line of communication with our investors on our compensation programs and our governance practices. At our 2023 annual meeting of stockholders, our stockholders approved our say-on-paynon-binding, advisory vote by approximately 96% of the votes cast.

Please review our Compensation Discussion and Analysis and the accompanying executive compensation tables for additional details about our executive compensation program, including information about our named executive officers' 2023 compensation.

Ratification of our Independent Registered Public Accounting Firm (page 69)

We are asking our stockholders to consider and vote upon the ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024.

iv 2024 PROXY STATEMENT