Macerich files $500M common stock offering, $211.5M already sold

What happened

Macerich Co. (NYSE: MAC) filed a prospectus supplement on August 5, 2026, to register the sale of up to $500 million of its common stock through an at-the-market (ATM) offering. The filing is a takedown under an existing shelf registration statement (Form S-3) and an equity distribution agreement with seven sales agents, including J.P. Morgan, Deutsche Bank, BMO Capital Markets, Goldman Sachs, Morgan Stanley, Scotia Capital, and TD Securities.

According to the filing, $211.5 million of the stock had already been sold as of the date of the prospectus supplement, leaving $288.5 million worth of shares still available for sale under the agreement. Sales may be made directly on the New York Stock Exchange, through market makers, or in privately negotiated transactions. The sales agents will receive a commission of up to 2% of the gross proceeds.

Macerich's stock closed at $24.33 on August 5, down 0.29% from the prior close of $24.40. The filing notes that the last reported sale price on August 4 was $25.62 per share.

About Macerich

Macerich is a real estate investment trust (REIT) that acquires, owns, develops, redevelops, manages, and leases regional and community/power shopping centers across the United States. As of June 30, 2026, the company owned or had interests in 37 regional retail centers and one community/power center, totaling about 40 million square feet of gross leasable area. It is self-administered and self-managed, conducting all operations through its operating partnership, The Macerich Partnership, L.P.

Use of proceeds

Macerich will contribute the net proceeds from the offering to its operating partnership in exchange for securities with economic interests similar to its common stock. The operating partnership intends to use the net proceeds to repay outstanding indebtedness and for general corporate purposes, as stated in the prospectus supplement.

What this means

A Form 424B5 is a prospectus supplement filed under SEC Rule 424(b)(5) when a company adds new information to a previously filed prospectus, typically in connection with a new offering. Here, Macerich is using a shelf registration statement (Form S-3) that was already on file to conduct an at-the-market offering — a mechanism that allows the company to sell shares into the open market gradually, at prevailing prices, rather than through a one-time underwritten offering. This is often called a "shelf takedown."

The ATM offering is incremental: the company has already sold $211.5 million worth of shares under the same agreement before this filing. The remaining $288.5 million in capacity means Macerich can continue to sell shares over time depending on market conditions and its capital needs. For existing shareholders, any additional sales dilute their ownership percentage, though the impact depends on the total number of shares outstanding (not disclosed in this filing).

Macerich, as a REIT, is required to distribute most of its taxable income to shareholders as dividends. Raising equity through common stock sales can help the company reduce debt or fund investments without increasing its fixed interest payments — a common strategy for REITs managing leverage. The filing does not specify which debt will be repaid or the timing of future sales.