8-K
SIMON PROPERTY GROUP INC. (SPG)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): February 4, 2025
SIMON
PROPERTY GROUP, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-14469 | 04-6268599 |
|---|---|---|
| (State<br>or other jurisdiction of | (Commission File Number) | (IRS<br> Employer |
| incorporation) | Identification<br> No.) | |
| 225 West Washington Street<br><br> <br>Indianapolis**,** Indiana | 46204 | |
| --- | --- | |
| (Address<br> of principal executive offices) | (Zip<br> Code) |
Registrant’s
telephone number, including area code: (317) 636-1600
Not
Applicable
(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:
| ¨ | Written communications pursuant to Rule 425 under<br>the Securities Act (17 CFR 230.425) |
|---|---|
| ¨ | Soliciting material pursuant to Rule 14a-12 under<br>the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under<br>the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under<br>the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered |
|---|---|---|
| Common<br> stock, $0.0001 par value | SPG | New York Stock Exchange |
| 8^3^/8%<br> Series J Cumulative Redeemable Preferred Stock, $0.0001 par value | SPGJ | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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. ¨
ITEM 5.02 Departure of Directors or Principal Officers;Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 4, 2025, Herbert Simon, age 90, a member and Chaiman Emeritus of the Board of Directors (the “Board”) of Simon Property Group, Inc. (the “Company”) notified the Company that he is retiring from the Board, including his position as Chairman Emeritus, effective as of such date. Mr. Simon’s retirement is not due to a disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
A copy of the Company’s press release announcing the retirement of Mr. Simon is attached hereto as Exhibit 99.1, and the information set forth therein is incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description |
|---|---|
| 99.1 | Press release dated February 6, 2025 |
| 104 | Cover Page Interactive Data File (embedded the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: February 6, 2025
| SIMON PROPERTY<br> GROUP, INC. | ||
|---|---|---|
| By: | /s/ Steven E. Fivel | |
| Steven E. Fivel | ||
| Secretary and General Counsel |
Exhibit 99.1
Contacts:
| Tom Ward | 317-685-7330 | Investors |
|---|---|---|
| Nicole Kennon | 704-804-1960 | Media |
SIMON PROPERTY GROUP ANNOUNCES RETIREMENT OF HERBERT SIMON
Indianapolis, Indiana – February 6, 2025 – The Board of Directors of Simon Property Group, Inc. (NYSE: SPG) today announced that Herbert Simon Chairman Emeritus of the Board of Directors has retired effective February 4, 2025.
Herbert Simon stated, “Mel and I started our real estate journey 65 years ago having no idea where it would take us. Simon has grown to be one of the most respected and successful companies in the world. With David's leadership as CEO starting 30 years ago in 1994, I expect that SPG will continue to grow and prosper for many years to come. I look forward to watching its continued success with all the future opportunities brought its way.”
David Simon, Chairman, Chief Executive Officer and President, stated, “Our Company has benefited greatly from Herb’s unique knowledge and experience as one of our co-founders, and I thank him immensely on behalf of myself, the Board, our management team and more than 3,600 employees.”
About Simon
Simon^®^is a real estate investment trust engaged in the ownership of premier shopping, dining, entertainment and mixed-use destinations and an S&P 100 company (Simon Property Group, NYSE: SPG). Our properties across North America, Europe and Asia provide community gathering places for millions of people every day and generate billions in annual sales.
Page 1