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Simon Property Group (NYSE: SPG) refreshes $2.0B stock repurchase authorization

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Simon Property Group, Inc. announced that its Board of Directors authorized a new common stock repurchase program allowing the company to buy back up to $2.0 billion of its common stock through February 29, 2028, depending on market conditions.

The company may repurchase shares in open market or privately negotiated transactions at prices it deems appropriate, subject to market conditions, applicable law and other factors. The program does not require any minimum repurchases and can be suspended or discontinued at any time.

This new $2.0 billion authorization replaces a prior $2.0 billion program that was scheduled to expire on February 15, 2026, which still had approximately $1.7 billion remaining, effectively extending Simon’s flexibility to buy back shares over a longer period.

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Insights

Simon refreshes a $2.0B buyback, extending repurchase flexibility.

Simon Property Group has authorized a new common stock repurchase program of up to $2.0 billion running through February 29, 2028. This replaces a prior $2.0 billion program that was to expire on February 15, 2026, with about $1.7 billion still unused.

The authorization permits open market and privately negotiated repurchases at prices the company deems appropriate, subject to market conditions, applicable law and other relevant factors. There is no obligation to repurchase any specific amount, and the program can be suspended or discontinued, so actual activity will depend on future management decisions and market dynamics.

The key takeaway is an extension of board-approved capacity for share repurchases over several years. Future disclosures in periodic reports and updates on capital deployment will show how much of this authorization is ultimately used and how it interacts with other funding needs and balance sheet considerations.

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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): 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
incorporation)
(Commission File Number) (IRS Employer
Identification No.)

 

225 West Washington Street  
IndianapolisIndiana 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 8.01 Other Events.

 

On February 5, 2026, Simon Property Group, Inc. (NYSE: SPG) issued a press release announcing that the Company’s Board of Directors authorized a new common stock repurchase program. Under the new program, the Company may purchase up to $2.0 billion of its common stock through February 29, 2028, as market conditions warrant. The shares may be repurchased in the open market or in privately negotiated transactions, at prices that the Company deems appropriate and subject to market conditions, applicable law and other factors deemed relevant in the Company’s sole discretion. The stock repurchase program does not obligate the Company to repurchase any dollar amount or number of shares of common stock, and the program may be suspended or discontinued at any time. This new $2.0 billion program replaces the previous $2.0 billion program that had been scheduled to expire on February 15, 2026, of which approximately $1.7 billion remained available.

 

A copy of the press release announcing the new repurchase program is attached hereto as Exhibit 99.1, and is incorporated by reference and constitutes a part of this report.

 

ITEM 9.01 Financial Statements and Exhibits.

 

Exhibit No. Description
99.1 Press release dated February 5, 2026
104 Cover Page Interactive Data File (embedded the Inline XBRL document)

 

 

 

 

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: February 5, 2026

 

  SIMON PROPERTY GROUP, INC.
   
   
    By: /s/ Steven E. Fivel
      Steven E. Fivel
      Secretary and General Counsel

 

 

Exhibit 99.1

 

 

Contacts:

Tom Ward 317-685-7330   Investors
Nicole Kennon 704-804-1960   Media

 

Simon® Announces New $2.0 Billion Common Stock Repurchase Program

 

INDIANAPOLIS, February 5, 2026 — Simon®, a real estate investment trust engaged in the ownership of premier shopping, dining, entertainment and mixed-use destinations, today announced that the Company's Board of Directors authorized a new common stock repurchase program. Under the new program, the Company may purchase up to $2.0 billion of its common stock through February 29, 2028, as market conditions warrant. The shares may be repurchased in the open market or in privately negotiated transactions, at prices that the Company deems appropriate and subject to market conditions, applicable law and other factors deemed relevant in the Company's sole discretion. The stock repurchase program does not obligate the Company to repurchase any dollar amount or number of shares of common stock, and the program may be suspended or discontinued at any time. This new $2.0 billion program replaces the previous $2.0 billion program that had been scheduled to expire on February 15, 2026, of which approximately $1.7 billion remained available.

 

 

 

 

Forward-Looking Statements

 

Certain statements made in this press release may be deemed "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Although the Company believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, the Company can give no assurance that its expectations will be attained, and it is possible that the Company's actual results may differ materially from those indicated by these forward–looking statements due to a variety of risks, uncertainties and other factors. Such factors include, but are not limited to: the intensely competitive market environment in the retail real estate industry and the retail industry, including e-commerce; the inability to renew leases and relet vacant space at existing properties on favorable terms; the inability to collect rent due to the bankruptcy or insolvency of tenants or otherwise; the potential loss of anchor stores or major tenants; an increase in vacant space at our properties; the loss of key management personnel; changes in economic and market conditions that may adversely affect the general retail environment, including but not limited to those caused by inflation, the impact of tariffs and global trade disruptions on us to the extent impacting our tenants, recessionary pressures, wars, escalating geopolitical tensions as a result of the war in Ukraine and the conflicts in the Middle East, and supply chain disruptions; the potential for violence, civil unrest, criminal activity or terrorist activities at our properties; the availability of comprehensive insurance coverage; security breaches that could compromise our information technology or infrastructure; changes in market rates of interest; our international activities subjecting us to risks that are different from or greater than those associated with our domestic operations, including changes in foreign exchange rates; the impact of our substantial indebtedness on our future operations, including covenants in the governing agreements that impose restrictions on us that may affect our ability to operate freely; any disruption in the financial markets that may adversely affect our ability to access capital for growth and satisfy our ongoing debt service requirements; any change in our credit rating; our continued ability to maintain our status as a REIT; changes in tax laws or regulations that result in adverse tax consequences; risks associated with the acquisition, development, redevelopment, expansion, leasing and management of properties; the inability to lease newly developed properties on favorable terms; risks relating to our joint venture properties, including guarantees of certain joint venture indebtedness; the effects of climate change; environmental liabilities; natural or other disasters; uncertainties regarding the impact of pandemics, epidemics or public health crises, and the associated governmental restrictions on our business, financial condition, results of operations, cash flow and liquidity; and general risks related to real estate investments, including the illiquidity of real estate investments.

 

The Company discusses these and other risks and uncertainties under the heading "Risk Factors" in its annual and quarterly periodic reports filed with the SEC. The Company may update that discussion in subsequent other periodic reports, but except as required by law, the Company undertakes no duty or obligation to update or revise these forward-looking statements, whether as a result of new information, future developments, or otherwise.

 

About Simon

 

Simon® is a real estate investment trust engaged in the ownership of premier shopping, dining, entertainment and mixed-use destinations and an S&P 100 company (Simon Property Group, NYSE: SPG). Our properties across North America, Europe and Asia provide community gathering places for millions of people every day and generate billions in annual sales.

 

 

FAQ

What did Simon Property Group (SPG) announce in this 8-K filing?

Simon Property Group announced Board authorization of a new common stock repurchase program for up to $2.0 billion of its common shares through February 29, 2028. The company can buy shares in open market or privately negotiated transactions, subject to market conditions and legal requirements.

How large is Simon Property Group’s new stock repurchase program?

The new Simon Property Group stock repurchase program authorizes buybacks of up to $2.0 billion of common stock. This authorization sets an upper limit on potential repurchases through February 29, 2028, giving the company several years of flexibility to purchase shares when it deems conditions suitable.

When does Simon Property Group’s new $2.0 billion buyback program expire?

Simon Property Group’s new common stock repurchase program runs through February 29, 2028. Until that date, the company may repurchase up to $2.0 billion of common stock, with the pace and timing of any buybacks determined by management based on market conditions and other factors.

How does the new repurchase program compare to Simon Property Group’s prior plan?

The new program also authorizes up to $2.0 billion of repurchases but replaces a previous $2.0 billion plan scheduled to expire on February 15, 2026. Approximately $1.7 billion remained available under the old program, so this action mainly extends repurchase capacity over a longer horizon.

Is Simon Property Group required to repurchase a specific amount of stock under this program?

No, the program does not obligate Simon Property Group to repurchase any particular dollar amount or number of shares. The company may choose to repurchase shares or not, and it can suspend or discontinue the program at any time, giving management broad discretion over its use.

How can Simon Property Group execute share repurchases under the new authorization?

Simon Property Group may repurchase its common stock in the open market or through privately negotiated transactions. Purchases will occur at prices the company considers appropriate and are subject to market conditions, applicable law, and other factors the company views as relevant in exercising its discretion.
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