- Statement of Ownership (SC 13G)
August 24 2009 - 8:30AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
The Macerich Company
(Name of Issuer)
Common Stock
(Title of Class of Securities)
554382101
(CUSIP Number)
August 12, 2009
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o
Rule 13d-1(b)
þ
Rule 13d-1(c)
o
Rule 13d-1(d)
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CUSIP No.
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554382101
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13G
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Page
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2
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of
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6
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Pages
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1
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NAME OF REPORTING PERSONS
ING Groep N.V.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
Not Applicable
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(a)
o
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(b)
o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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The Netherlands
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5
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SOLE VOTING POWER
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NUMBER OF
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0
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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0
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EACH
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7
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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0
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WITH
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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4,140,124
1 2
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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5.22%
3
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12
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TYPE OF REPORTING PERSON
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HC
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1
26,288 of these shares are held by indirect subsidiaries of ING Groep N.V. in their role as trustee. 2,401,223 of these shares are held by indirect subsidiaries of ING Groep N.V. in their role as a discretionary manager of client portfolios.
2
ING Groep N.V. disclaims beneficial ownership of all 4,140,124 shares held by its direct and indirect subsidiaries, as ING Groep N.V. does not hold voting rights or dispositive powers for such securities.
3
Based on 79,299,665 shares of common stock, par value $0.01 per share, issued and outstanding as of August 7, 2009, as reported in The Macerich Companys Form 10-Q for the quarter ended June 30, 2009, as filed with the Securities and Exchange Commission on August 7, 2009.
TABLE OF CONTENTS
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CUSIP No. 554382101
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13G
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Page 3 of 6 Pages
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Item 1(a).
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Name of Issuer:
The Macerich Company
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Item 1(b).
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Address of Issuers Principal Executive Offices:
401 Wilshire Blvd.
Suite 700
Santa Monica, CA 90401
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Item 2(a).
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Name of Person Filing:
ING Groep N.V.
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Item 2(b).
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Address of Principal Business Office or, if None, Residence:
Amstelveenseweg 500
1081 KL Amsterdam
P.O. Box 810
1000 AV Amsterdam
The Netherlands
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Item 2(c).
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Citizenship:
See item 4 on Page 2
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Item 2(d).
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Title of Class of Securities:
Common Stock
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Item 2(e).
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CUSIP Number:
554382101
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Item 3.
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If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b) or (c), check whether the person filing is a:
(Not
Applicable)
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(a)
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Broker or dealer registered under Section 15 of the Securities Exchange Act of 1934, as amended (the
Exchange Act);
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(b)
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Bank as defined in Section 3(a)(6) of the Exchange Act;
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(c)
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Insurance company as defined in Section 3(a)(19) of the Exchange Act;
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(d)
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Investment company registered under Section 8 of the Investment Company Act of 1940, as amended (the
Investment Company Act);
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(e)
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Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E) under the Exchange Act;
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CUSIP No. 554382101
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13G
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Page 4 of 6 Pages
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(f)
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Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F) under the Exchange Act;
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(g)
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Parent holding company or control person in accordance with Rule 13d-1(b)(ii)(G) under the Exchange Act;
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(h)
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Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
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(i)
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Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the
Investment Company Act;
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(j)
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Group in accordance with Rule 13d-1(b)(1)(ii)(J) under the Exchange Act.
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(a)
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Amount beneficially owned:
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See item 9 on Page 2
See item 11 on Page 2
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(c)
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Number of shares as to which such person has:
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(i)
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Sole power to vote or to direct the vote:
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See item 5 on Page 2
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(ii)
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Shared power to vote or to direct the vote:
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See item 6 on Page 2
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(iii)
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Sole power to dispose or to direct the disposition of:
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See item 7 on Page 2
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(iv)
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Shared power to dispose or to direct the disposition of:
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See item 8 on Page 2
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Item 5.
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Ownership of Five Percent or Less of a Class.
o
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CUSIP No. 554382101
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13G
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Page 5 of 6 Pages
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable
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Item 7.
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Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company or Control Person.
Not Applicable
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Item 8.
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Identification and Classification of Members of the Group.
Not Applicable
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Item 9.
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Notice of Dissolution of Group.
As previously disclosed, ING Groep N.V. and ING Clarion Real
Estate Securities L.P. previously filed Schedule 13G, as amended,
as members of a group with respect to transactions in securities
of the issuer. As of August 28, 2008, ING Clarion Real Estate
Securities L.P. disaggregated from ING Groep N.V. for
Schedule 13G purposes. All filings with respect to transactions
by ING Groep N.V. in the securities of the issuer will be filed,
if required, by ING Groep N.V. in its individual capacity.
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Item 10.
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Certification.
By signing below we certify that, to the best of our knowledge
and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose
or effect.
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CUSIP No. 554382101
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13G
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Page 6 of 6 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
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August 21, 2009
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(Date)
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ING GROEP N.V.
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By:
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/s/ Maarten J.P. Edixhoven
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(Signature)
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Maarten J.P. Edixhoven
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Manager Corporate Compliance
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(Name/Title)
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By:
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/s/ Rob M. Fischmann
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(Signature)
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Rob M. Fischmann
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Manager Compliance Netherlands
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(Name/Title)
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