Martin J. Cicco joins Simon Property Group (SPG) Compensation and Human Capital Committee

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

8-K/A

Rhea-AI Filing Summary

Simon Property Group, Inc. filed an amended report to update the board role of director Martin J. Cicco. He had been appointed to the Board effective February 5, 2026, and on May 13, 2026, the Board appointed him to the Compensation and Human Capital Committee, effective immediately.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Key Terms

Compensation and Human Capital Committee, Emerging growth company, Cumulative Redeemable Preferred Stock

3 terms

Compensation and Human Capital Committee financial

"the Board appointed Mr. Cicco to the Board’s Compensation and Human Capital Committee, effective immediately"

A compensation and human capital committee is a board-level group that sets and oversees executive pay, employee incentive plans, hiring and retention strategies, succession planning, and workplace policies. Think of it as the company’s talent and pay steering team — it shapes who gets hired or promoted, how employees are rewarded, and how workforce risks are managed. Investors care because those choices drive labor costs, company performance, leadership stability and reputation, all of which affect long-term value.

Emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Cumulative Redeemable Preferred Stock financial

"8 3 / 8 % Series J Cumulative Redeemable Preferred Stock, $0.0001 par value"

Cumulative redeemable preferred stock is a type of investment that gives shareholders priority over common stockholders to receive dividends and get their money back if the company is sold or closes. If the company misses dividend payments, it must pay them later before any dividends can go to other shareholders. This makes it a more secure and flexible option for investors seeking steady income with some ability to redeem their shares in the future.

Understanding 8-K Material Events →

05/15/2026 - 10:16 AM

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

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 5, 2026

SIMON PROPERTY GROUP, INC.

(Exact name of registrant as specified in its charter)

Indiana	001-14469	04-6268599
(State or other jurisdiction of	(Commission File Number)	(IRS Employer
incorporation)		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 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As previously disclosed in the Current Report on Form 8-K filed by Simon Property Group, Inc. (the “Company”), on February 5, 2026, Mr. Martin J. Cicco was appointed to the Company’s Board of Directors (the “Board”) effective as of February 5, 2026. At the time of the appointment, the Board had not made a determination regarding the committee of the Board to which Mr. Cicco would be appointed. On May 13, 2026, the Board appointed Mr. Cicco to the Board’s Compensation and Human Capital Committee, effective immediately.

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

Source: View Original Filing on SEC EDGAR

FAQ

What change did Simon Property Group (SPG) report in this 8-K/A filing?

Simon Property Group reported that director Martin J. Cicco has been appointed to its Compensation and Human Capital Committee. This amendment updates his previously disclosed board appointment by specifying his committee assignment, which became effective immediately on May 13, 2026.

Who is Martin J. Cicco in relation to Simon Property Group (SPG)?

Martin J. Cicco is a member of Simon Property Group’s Board of Directors. He was appointed to the Board effective February 5, 2026, and later assigned to the Board’s Compensation and Human Capital Committee, formalizing his specific governance responsibilities within the company.

When did Martin J. Cicco join Simon Property Group’s Compensation and Human Capital Committee?

Martin J. Cicco joined Simon Property Group’s Compensation and Human Capital Committee on May 13, 2026. The Board approved his committee appointment on that date, and the change took effect immediately, updating his role beyond his initial Board appointment in February 2026.

Why did Simon Property Group (SPG) file an amendment to its earlier Form 8-K?

Simon Property Group filed this amendment because, when Martin J. Cicco was first appointed to the Board, the Board had not yet determined his committee placement. The amendment discloses his assignment to the Compensation and Human Capital Committee once that decision was made.

Does the Simon Property Group (SPG) 8-K/A mention any executive departures or financial data?

The 8-K/A focuses solely on governance by confirming Martin J. Cicco’s committee assignment. It does not describe any departures of directors or principal officers and does not present earnings, revenue, or other financial performance data in the disclosed excerpt.

Filing Exhibits & Attachments

4 documents