false
0001063761
0001063761
2025-08-04
2025-08-04
0001063761
us-gaap:CommonStockMember
2025-08-04
2025-08-04
0001063761
spg:SeriesJPreferredStockMember
2025-08-04
2025-08-04
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): August 4, 2025
SIMON
PROPERTY GROUP, INC.
(Exact
name of registrant as specified in its charter)
| Indiana |
|
001-14469 |
|
04-6268599 |
| (State
or other jurisdiction |
|
(Commission |
|
(IRS
Employer |
| of incorporation) |
|
File Number) |
|
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)) |
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. ¨
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbols |
|
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 |
| Item 2.02. | Results of Operations and Financial Condition |
On August 4, 2025, Simon
Property Group, Inc. issued a press release containing information on earnings for the quarter ended June 30, 2025 and other
matters. A copy of the press release is furnished with this report as Exhibit 99.1 and is incorporated by reference into this report.
| Item 7.01. | Regulation FD Disclosure |
Exhibit 99.1 also includes
supplemental financial and operating information for the quarter ended June 30, 2025.
Item 9.01. Financial Statements and Exhibits
Financial Statements:
None
Exhibits:
| Exhibit No. | Description |
| |
|
| 99.1 |
Earnings Release
dated August 4, 2025 and supplemental information |
| 104 |
The cover page from this Current Report on Form 8-K formatted in Inline XBRL
(included as Exhibit 101) |
The exhibit filed with this
report contains measures of financial or operating performance that are not specifically defined by generally accepted accounting principles
(“GAAP”) in the United States, including funds from operations (“FFO”), FFO per share, Real Estate FFO, Real Estate
FFO per share, funds available for distribution, net operating income (“NOI”), domestic property NOI and portfolio NOI. FFO
and NOI are performance measures that are standard in the REIT business. We believe FFO and NOI provide investors with additional information
concerning our operating performance and a basis to compare our performance with the performance of other REITs. We also use these measures
internally to monitor the operating performance of our portfolio. Our computation of these non-GAAP measures may not be the same as similar
measures reported by other REITs.
These non-GAAP financial
measures should not be considered as alternatives to net income as a measure of our operating performance or to cash flows computed in
accordance with GAAP as a measure of liquidity nor are they indicative of cash flows from operating and financial activities.
Reconciliations of each of
these non-GAAP measures to the most-directly comparable GAAP measure are included in the exhibit.
The information in this report
and the exhibit filed herewith is being furnished, not filed, for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended, and pursuant to Items 2.02 and 7.01 of Form 8-K, will not be incorporated by reference into any filing under the Securities
Act of 1933, as amended.
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.
Dated: August 4, 2025
| |
SIMON
PROPERTY GROUP, INC. |
| |
|
| |
By: |
/s/ BRIAN J. MCDADE |
| |
|
Brian J. McDade, |
| |
|
Executive Vice President
and |
| |
|
Chief Financial Officer |
