SIMON PROPERTY GROUP INC DE
For the period ended May 14, 2025. Filed Apr 1, 2025.
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May 14, 2025 · Filed Apr 1, 2025
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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. |
|---|
| ☐ | 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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Chairman of the Board,
Chief Executive Officer and
President
April 1, 2025
Dear Fellow Shareholders,
Please join me and the Board of Directors at our2025 Annual Meeting of Shareholderson** May 14, 2025, 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.
I am very pleased with our 2024 results; it was another successful, record-breaking year for the Company. Our team has been hard at work continuing their efforts at redefining the shopping experience and differentiating our Company as we deliver our unique-to-market properties.
We are driving value through our investments in physical assets and ability to curate the right mix of experiences at our properties. We are excited for the opportunities that lay ahead across all of our operating platforms.
Recently, we held our National Conference, in our hometown of Indianapolis, Indiana. More than 1,000 employees participated for three days. The central theme of the conference was “Now. New. Next.” and it was truly inspirational to see the next generation of leadership engage on revolutionizing the Now, introducing the New and imagining the Next.
Whether or not you plan to attend the 2025 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 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. We hope that after you have reviewed the Proxy Statement you will vote in accordance with the Board’s recommendations.
Our 2024 Annual Report to Shareholders accompanies, but is not part of, or incorporated into, this Proxy Statement.
Sincerely,
WHEN
Wednesday, May 14, 2025
8:30 a.m. Eastern Daylight Time
WHERE
Simon Property GroupHeadquarters225 W. Washington St.Indianapolis, IN 46204
RECORD DATE
Shareholders of record at theclose of business on March 17, 2025 are entitled to vote.
Notice of 2025 Annual Meeting of Shareholders
Dear Fellow Shareholders:
I invite you to attend the 2025 Annual Meeting of Shareholders of Simon Property Group at 8:30 a.m. Eastern Daylight Time on Wednesday, May 14, 2025. Our Annual Meeting will be held at Simon Property Group Headquarters, 225 W. Washington St., Indianapolis, IN 46204.
The following items of business will be conducted at our 2025 Annual Meeting of Shareholders:
| ITEMS OF BUSINESS | |
|---|---|
| | |
| 1 | Elect 13 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 2025 |
| 4 | To approve the Redomestication of the Company to the State of its headquarters, Indiana, by Conversion |
| 5 | Other business as may properly come before the meeting or any adjournments or postponements of the meeting |
By Order of the Board of Directors,
Steven E. Fivel
General Counsel and Secretary
April 1, 2025
Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Shareholders to be held on May 14, 2025. This Proxy Statement and accompanying form of Proxy are first being made available to you on or about April 1, 2025. Proxy materials are available at proxyvote.com. Please be aware that our 2024 Annual Report to Shareholders accompanies, but is not a part of, or incorporated into, this Proxy Statement.
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