13D Filing: Ontario Teachers Pension Plan Board and Macerich Co (MAC)

You can access the original SEC filing by clicking here.

Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Ontario Teachers Pension Plan Board 0 23,286,237 0 23,286,237 23,286,237 15.6%
1700480 Ontario Inc 0 23,286,237 0 23,286,237 23,286,237 15.6%

Page 1 of 12 SEC Filing

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)*

The Macerich
Company

(Name of Issuer)

Common Stock, Par Value $0.01 Per Share

(Title of Class of Securities)

554382101

(CUSIP Number)

Jeff Davis

Senior Vice President and General Counsel

Ontario Teachers Pension Plan Board

5650 Yonge Street, 3rd Floor

Toronto, Ontario M2M 4H5

Canada

(416) 228-5900

With a Copy to:

William G. Farrar

Sullivan & Cromwell LLP

125 Broad Street

New
York, New York 10004

(212) 558-4940

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

February 23, 2016

(Date
of Event which Requires Filing of this Statement)

If the filing
person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following
box.  ¨

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Page 2 of 12 SEC Filing

Note: Schedules filed in paper format shall
include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page
shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (the Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).

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Page 3 of 12 SEC Filing


SCHEDULE 13D

CUSIP No. 554382101 Page 2 of 6 Pages
  1 

NAMES OF
REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)

Ontario Teachers Pension Plan Board

  2

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (See Instructions)

(a)  ¨        (b)  ¨

  3

SEC USE ONLY

  4

SOURCE OF FUNDS (See Instructions)

    OO

  5

CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)    ¨

  6

CITIZENSHIP OR PLACE OF
ORGANIZATION

    Ontario, Canada

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

  7 

SOLE VOTING POWER

    0

  8

SHARED VOTING POWER

    23,286,237

  9

SOLE DISPOSITIVE POWER

    0

10

SHARED DISPOSITIVE POWER

    23,286,237

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    23,286,237

12

CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)    ¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)

    15.6%

14

TYPE OF REPORTING PERSON (See
Instructions)

    FI

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Page 4 of 12 SEC Filing


SCHEDULE 13D

CUSIP No. 554382101 Page 3 of 6 Pages
  1 

NAMES OF
REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)

1700480 Ontario Inc.

  2

CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (See Instructions)

(a)  ¨        (b)  ¨

  3

SEC USE ONLY

  4

SOURCE OF FUNDS (See Instructions)

    OO

  5

CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)    ¨

  6

CITIZENSHIP OR PLACE OF
ORGANIZATION

    Ontario, Canada

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

  7 

SOLE VOTING POWER

    0

  8

SHARED VOTING POWER

    23,286,237

  9

SOLE DISPOSITIVE POWER

    0

10

SHARED DISPOSITIVE POWER

    23,286,237

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    23,286,237

12

CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)    ¨

13

PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)

    15.6%

14

TYPE OF REPORTING PERSON (See
Instructions)

    CO

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Page 5 of 12 SEC Filing


This Amendment No. 3 (this Amendment No. 3) amends and supplements the
statement on Schedule 13D filed with the Securities and Exchange Commission (the SEC) on November 24, 2014 (the Original Schedule 13D), Amendment No. 1 to the Original Schedule 13D filed with the SEC on May 8,
2015 (Amendment No. 1) and Amendment No. 2 to the Original Schedule 13D filed with the SEC on May 15, 2015 (Amendment No. 2, and together with the Original Schedule 13D, Amendment No. 1 and this
Amendment No. 3, the Schedule 13D) with respect to the common stock, par value $0.01 per share (the Common Stock), of The Macerich Company, a Maryland corporation (the Issuer), filed by Ontario Teachers
Pension Plan Board, an Ontario, Canada corporation (Teachers), and 1700480 Ontario Inc., an Ontario, Canada corporation (1700480), wholly owned by Teachers. Capitalized terms used herein and not otherwise defined
have the meanings assigned to such terms in the Original Schedule 13D. All items or responses not described herein remain as previously reported in the Original Schedule 13D, as amended and supplemented by Amendment No. 1 and Amendment
No. 2.

All calculations with respect to beneficial ownership of the Issuers Common Stock set forth in this Schedule 13D are
based on 149,149,560 shares of Common Stock outstanding as of February 22, 2016, as reported on the cover of the Issuers Annual Report on Form 10-K for the fiscal year ended December 31, 2015 (the Form 10-K), filed with
the SEC by the Issuer on February 23, 2016.

Item 2. Identity and Background

Item 2 of the Schedule 13D is hereby amended solely with
respect to Schedule A and Schedule B attached hereto.

Item 3. Source and Amount of Funds or Other Consideration

Item 3 of the Schedule 13D is
hereby amended and supplemented by adding the following immediately after the last paragraph thereof:

The 1,186,000 shares of Common
Stock acquired by 1700480 between May 18, 2015 and May 19, 2015 reported herein were acquired at an aggregate purchase price of $98,693,989. The source of the funds used to purchase such shares of Common Stock was a capital contribution to
equity by 1700480s parent, Teachers.

In addition, according to its Form 10-K, the Issuer repurchased 9,333,590 shares of its
Common Stock between November 12, 2015 and February 17, 2016. As a result of the acquisition of shares of Common Stock by 1700480 and the Issuers repurchase of its Common Stock, the Reporting Persons beneficial ownership
percentage increased approximately 1.7% to 15.6%, with 0.9% of the approximately 1.7% increase due to the Issuers repurchase of its Common Stock.

4

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Page 6 of 12 SEC Filing


Item 5. Interest in Securities of the Issuer

Paragraphs (a) and (b) of Item 5 of
the Schedule 13D are hereby amended and restated in their entirety as follows:

(a) and (b). 1700480, as a wholly-owned subsidiary
of Teachers, may be deemed to share voting and dispositive power with Teachers with respect to the 23,286,237 shares of Common Stock it beneficially owns, representing approximately 15.6% of the shares of Common Stock outstanding.
Pursuant to the Master Agreement, 1700480 agreed that if it and its affiliates collectively own (beneficially or of record) more than 9.9% of the outstanding shares of Common Stock, 1700480 will cause to be voted in accordance with the
recommendations of the Issuers Board of Directors all of the shares of Common Stock owned by them in excess of such number of shares that represents 9.9% of the outstanding shares of Common Stock. The foregoing summary of the Master Agreement
is qualified in its entirety by reference to the full text of the Master Agreement.

5

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Page 7 of 12 SEC Filing


Signatures

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.

March 9, 2016

Ontario Teachers Pension Plan Board
By:

/s/ Rossana Di Lieto

Name: Rossana Di Lieto
Title: Chief Compliance Officer and Vice President
1700480 Ontario Inc.
By:

/s/ Sandra J. Hardy

Name: Sandra J. Hardy
Title: Vice-President and Secretary

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Page 8 of 12 SEC Filing


SCHEDULE A

CERTAIN INFORMATION REGARDING THE BOARD MEMBERS AND OFFICERS

OF ONTARIO TEACHERS PENSION PLAN BOARD

Set forth in the table below are the name, current residence or business address and current occupation or employment of each of the board
members and officers of Ontario Teachers Pension Plan Board, an Ontario, Canada corporation (Teachers). Each director and officer is a citizen of Canada with the exception of: (i) Kathleen ONeill who is a citizen
of Canada and Ireland; (ii) Neil Bisset who is a citizen of the United Kingdom and Canada; (iii) Charley Butler who is a citizen of the United Kingdom; (iv) Doug Gerhart who is a citizen of Canada and the United States;
(v) Bjarne Graven Larsen who is a citizen of Denmark; and (vi) Calum McNeil and Andrew Jonathan Mark Taylor, each of whom is a citizen of the United Kingdom.

Name

Residence or Business

Address

Occupation or Employment

Rodney Stephen Albert

(Board Member)

566 Rosebank Road S.

Pickering, ON L1W
2N5

Board Member

William Frank Chinery

(Board Member)

129 Yonge Boulevard,

Toronto, ON M5M
3H2

Board Member

Patricia Anne Croft

(Board Member)

155 Talbot Drive

Oakville, ON L6L 4C4

Board Member

Lise Fournel

(Board Member)

30 Lakeshore Boulevard

Beaconsfield, Quebec

H9W 4H3

Senior Vice President & Chief Information Officer, Air Canada

John David Murray

(Board Member)

43 Centennial Boulevard

Ottawa, ON K1S
0M6

Board Member

Kathleen ONeill

(Board Member)

21 Wilgar Road

Toronto, ON M8X 1J3

Board Member

Steven Robert McGirr

(Board Member)

206 Bloor Street West

Suite 1102

Toronto, ON M5S 1T8

Board Member

Barbara Frank Palk

(Board Member)

4 Douglas Drive

Toronto, ON M4W 2B3

Board Member

David William Smith

(Board Member)

37 Burton Road

Toronto, ON M5P 1V1

Board Member

Daniel Francis Sullivan

(Board Member)

65 Chestnut Park Road

Toronto, ON M4W
1W7

Board Member

Jean Turmel

(Board Member)

1067 Boul. Mont-Royal

Outremont, QUE H2V
2H5

President, Perseus Capital Inc.

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Page 9 of 12 SEC Filing


OFFICERS
Tracy Lee Abel

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Senior Vice President, Member Services
Deborah Mary Allan

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Communications and Media Relations
Neil Bisset

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Senior Vice President and Chief Information Officer
Dale Burgess

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Latin America, Infrastructure & Natural Resources
Charley Butler

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Member Experience & Innovation
Bogdan Cenanovic

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Technology, Media & Telecom, Private Capital
Jason Nicholas Chang

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Fixed Income, Currencies & Commodities, Capital Markets
Andrew James Claerhout

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Senior Vice President, Infrastructure
Jeffrey Michael Davis

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

General Counsel, Senior Vice President, Corporate Affairs and Corporate Secretary
Robert De Santis

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Solution Engineering
Rossana Di Lieto

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President & Chief Compliance Officer, Compliance
Kevin Clifford Duggan

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Execution & Treasury, Capital Markets
Steven Tommaso Faraone

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Healthcare & Consumer Retail, Teachers Private Capital
Audrey Ann Gaspar

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Total Fund Architecture, Strategy & Risk
Doug Gerhart

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Investment IT Architecture
Carol Gordon

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Audit Services
Alyssa Van Graft

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Strategy and Business Management
Jonathan Craig Hammond

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Enterprise Technology Services
Jonathan Michael Hausman

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Alternative Investments & Global Tactical Asset Allocation, Capital Markets
Ziad Hindo

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Senior Vice President, Capital Markets

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Page 10 of 12 SEC Filing


Daniel Leo Houle

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Investment Operations
Hersh Joshi

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Taxation
Wayne Anthony Kozun

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Senior Vice President, Public Equities
Bjarne Graven Larsen

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Executive Vice President & Chief Investment Officer
Romeo Stephen Leemrijse

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Industrial Products, Energy & Power, Private Capital
Leslie Ann Lefebvre

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Global Active Equities, Public Equities
Kenneth James Steven Manget

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Relationship Investing, Public Equities
Rosemarie Ellen McClean

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Senior Vice President and

Chief Operations
Officer

David Lloyd McGraw

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Senior Vice President & Chief Financial Officer
Stephen Frederick James McLennan

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Natural Resources, Infrastructure & Natural Resources
Calum McNeil

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Financial & Management Reporting
Marcia Elizabeth Mendes-dAbreu

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Senior Vice President, Human Resources & Facilities
Ronald Wesley Mock

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

President & Chief Executive Officer
Michael Murray

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Financial Services, Private Capital
Nicole Theresa Musicco

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Regional Managing Director, Asia Pacific
Jennifer Susanne Newman

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Senior Vice President, Enterprise Services
John Scott Picket

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Research & Risk, Strategy & Risk
Sarah Jane Rowe

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Senior Vice President, Private Capital
Christopher Schindler

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Portfolio Management & Asset Allocation, Portfolio Construction Group
Lino Louis Sienna

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Long Term Equities, Private Capital

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Peter Laverne Everett Simpson

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Financial Operations and Data Management
Stephen Jay Solursh

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President & Associate General Counsel
Olivia Penelope Steedman

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Vice President, Greenfield Investments & Value Creation, Infrastructure & Natural Resources
Andrew Jonathan Mark Taylor

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Regional Managing Director, Europe, Middle East and Africa
Michael Peter Wissell

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Senior Vice President, Portfolio Construction
Barbara Maria Zvan-Watson

5650 Yonge Street, 3rd Floor

Toronto, ON M2M 4H5

Senior Vice President Asset, Strategy & Risk and Chief Investment Risk Officer

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Page 12 of 12 SEC Filing


SCHEDULE B

CERTAIN INFORMATION REGARDING THE DIRECTORS

AND EXECUTIVE OFFICERS OF 1700480 ONTARIO INC.

Set forth in the table below are the name, current residence or business address and current occupation or employment of each of the directors
and executive officers of 1700480 Ontario Inc., an Ontario, Canada corporation. Each director and officer is a citizen of Canada with the exception of Russell Goin, who is a citizen of the United States.

Name

Residence or Business Address

Occupation or Employment

John M. Sullivan

(Director)

20 Queen Street West, 5th Floor

Toronto, ON M5H 3R4

President & Chief Executive Officer of The Cadillac Fairview Corporation Limited

Sandra J. Hardy

(Director)

20 Queen Street West, 5th Floor

Toronto, ON M5H 3R4

Executive Vice President, General Counsel and Secretary of The Cadillac Fairview Corporation Limited

Duncan Osborne

(Officer)

20 Queen Street West, 5th Floor

Toronto, ON M5H 3R4

Senior Vice President, Development of The Cadillac Fairview Corporation Limited

Russell Goin

(Officer)

20 Queen Street West, 5th Floor

Toronto, ON M5H 3R4

Executive Vice President, Operations of The Cadillac Fairview Corporation Limited

Alan Millar

(Officer)

20 Queen Street West, 5th Floor

Toronto, ON M5H 3R4

Vice President, Finance of The Cadillac Fairview Corporation Limited

Lois A. Miles

(Officer)

20 Queen Street West, 5th Floor

Toronto, ON M5H 3R4

Senior Vice President, Taxation of The Cadillac Fairview Corporation Limited

Cathal J. OConnor

(Officer)

20 Queen Street West, 5th Floor

Toronto, ON M5H 3R4

Executive Vice President & Chief Financial Officer, The Cadillac Fairview Corporation Limited

Louie DiNunzio

(Officer)

20 Queen Street West, 5th Floor

Toronto, ON M5H 3R4

Senior Vice President, Investments, The Cadillac Fairview Corporation Limited

Salvatore Iacono

(Officer)

20 Queen Street West, 5th Floor

Toronto, ON M5H 3R4

Executive Vice President, Investments, The Cadillac Fairview Corporation Limited

Karl Kreppner

(Officer)

20 Queen Street West, 5th Floor

Toronto, ON M5H 3R4

Senior Vice President, Investments, The Cadillac Fairview Corporation Limited

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