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): May 13, 2026
SIMON PROPERTY GROUP, INC.
(Exact name of registrant as specified in its charter)
| Indiana | 001-14469 | 04-6268599 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 225 West Washington Street | ||
| Indianapolis, Indiana | 46204 | |
| (Address of principal executive offices) | (Zip 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 the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under 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 stock, $0.0001 par value | SPG | New York Stock Exchange | ||
| 83/8% 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 5.07 Submission of Matters to a Vote of Security Holders
The 2026 Annual Meeting of shareholders of Simon Property Group, Inc. (the “Company”), was held on May 13, 2026 (the “Meeting”).
The vote tabulation for each proposal considered at the Meeting is as follows:
Proposal 1 - Election of Directors
The Company’s shareholders elected each of the following directors to serve until the Company’s 2027 annual meeting of shareholders and until their successors have been duly elected and qualified by the following votes:
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTE | |||||
| Glyn F. Aeppel | 241,694,842 | 33,604,264 | 720,535 | 18,859,613 | ||||
| Martin J. Cicco | 274,282,526 | 1,007,486 | 729,629 | 18,859,613 | ||||
| Larry C. Glasscock | 254,053,957 | 21,231,949 | 733,735 | 18,859,613 | ||||
| Nina P. Jones | 273,189,865 | 2,116,230 | 713,546 | 18,859,613 | ||||
| Reuben S. Leibowitz | 250,569,867 | 24,703,016 | 746,758 | 18,859,613 | ||||
| Randall J. Lewis | 273,152,875 | 2,144,178 | 722,588 | 18,859,613 | ||||
| Gary M. Rodkin | 265,125,478 | 10,171,460 | 722,703 | 18,859,613 | ||||
| Peggy Fang Roe | 265,527,365 | 9,284,229 | 1,208,047 | 18,859,613 | ||||
| Stefan M. Selig | 270,972,868 | 4,303,478 | 743,295 | 18,859,613 | ||||
| Daniel C. Smith, Ph.D. | 262,609,402 | 12,667,524 | 742,715 | 18,859,613 | ||||
| Marta R. Stewart | 271,694,426 | 3,608,920 | 716,295 | 18,859,613 |
The voting trustee who votes the Company’s Class B common stock voted all 8,000 outstanding Class B shares for the election of the following two (2) persons as directors:
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTE | |||||
| Eli Simon | 8,000 | 0 | 0 | 0 | ||||
| Richard S. Sokolov | 8,000 | 0 | 0 | 0 |
Proposal 2 - Advisory Vote to Approve the Compensation of our Named Executive Officers
The Company’s shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers by the following votes:
| BROKER | ||||||
| FOR | AGAINST | ABSTAIN | NON-VOTE | |||
| 191,490,165 | 83,587,104 | 942,372 | 18,859,613 |
Proposal 3 - Ratification of Independent Registered Public Accounting Firm
The Company’s shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2026 by the following votes:
| FOR | AGAINST | ABSTAIN | ||
| 278,241,875 | 16,487,065 | 150,314 | ||
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: May 15, 2026
| SIMON PROPERTY GROUP, INC. | ||
| By: | /s/ Steven E. Fivel | |
| Steven E. Fivel | ||
| General Counsel and Secretary | ||