SIMON PROPERTY GROUP INC DE
For the period ended May 8, 2024. Filed Mar 27, 2024.
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May 8, 2024 · Filed Mar 27, 2024
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UNITED STATES**
SECURITIES AND EXCHANGE COMMISSION**
**Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the**
**Securities Exchange Act of 1934
Filed by the Registrant☒
Filed by a Party other than the Registrant☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material Pursuant to §240.14a-12 |
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Simon Property Group, Inc.
(Name of Registrant as Specified in Its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| ☒ | No fee required. |
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| ☐ | Fee paid previously with preliminary materials. |
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| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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Dear Fellow Shareholders,
Please join me and the Board of Directors at our2024 Annual Meeting of Shareholders onMay 8, 2024, at 8:30 a.m. Eastern Daylight Time at our headquarters in Indianapolis, Indiana. The business to be conducted at the meeting is explained in the attached Notice of Annual Meeting and Proxy Statement.
We are pleased to furnish proxy materials to our shareholders over the Internet. We believe that this e-proxy process expedites shareholders’ receipt of proxy materials, while also lowering the costs and reducing the environmental impact of our 2024 Annual Meeting.
I am very pleased with our 2023 results and how we have positioned Simon Property Group for future prosperity. We celebrated 30 years as a public company in December 2023 and over the last 30 years, we have grown into a global leader of premier shopping, dining, entertainment and mixed-use destinations, managing through, in some cases, turbulent times. I am proud of the growth, financial performance and operating successes of the last 30 years and look forward to the bright future of this Company.
Whether or not you plan to attend the 2024 Annual Meeting in person, please read the Proxy Statement and vote your shares. Instructions for voting by mail, Internet and telephone are included in your Notice of Internet Availability of Proxy Materials or proxy card (if you receive your materials by mail). We hope that after you have reviewed the Proxy Statement you will vote in accordance with the Board’s recommendations. Our 2023 Annual Report to Shareholders accompanies, but is not part of, or incorporated into, this Proxy Statement.
Sincerely,
David Simon
Chairman of the Board,
Chief Executive Officer and President
March 27, 2024
Notice of 2024 Annual Meeting of Shareholders
Dear Fellow Shareholders:
I invite you to attend the 2024 Annual Meeting of Shareholders of Simon Property Group at 8:30 a.m. Eastern Daylight Time on Wednesday, May 8, 2024. Our Annual Meeting will be held at Simon Property Group Headquarters, 225 W. Washington St., Indianapolis, IN 46204.
Items of Business. The following items of business will be conducted at our 2024 Annual Meeting of Shareholders:
| 1. | Elect 14 directors to our Board of Directors, including 3 directors to be elected by the voting trustees who vote the Class B common stock, to serve until the next Annual Meeting of our Shareholders and until their successors are duly elected and qualified |
| 2. | Advisory vote to approve the compensation of our Named Executive Officers |
| 3. | Ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for 2024 |
| 4. | Other business as may properly come before the meeting or any adjournments or postponements of the meeting |
When: Wednesday,May 8, 2024 at 8:30 a.m. Eastern Daylight Time
Where:Simon Property Group Headquarters, 225 W. Washington St., Indianapolis, IN 46204
Record Date: Shareholders of record at the close of business onMarch 11, 2024 are entitled to vote.
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| By Order of the Board of Directors,Steven E. FivelGeneral Counsel and SecretaryMarch 27, 2024 | Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders to be held on May 8, 2024. This Proxy Statement and accompanying form of Proxy are first being made available to you on or about March 27, 2024. Proxy materials are available at proxyvote.com. Please be aware that our 2023 Annual Report to Shareholders accompanies, but is not a part of, or incorporated into, this Proxy Statement. |
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