Simon Property (NYSE: SPG) grants LTIP units and RSUs to General Counsel

Rhea-AI Filing Summary

FIVEL STEVEN E reported acquisition or exercise transactions in this Form 4 filing.

SIMON PROPERTY GROUP INC. reported that General Counsel Steven E. Fivel received equity-based compensation consisting of 24,981 LTIP units and 4,616 restricted stock units. The LTIP units were earned at 100% of the original performance award and will vest on January 1, 2027, subject to continued service or certain accelerated events.

The LTIP units are convertible into partnership units, which may be exchanged for common stock or cash, and Fivel now holds 181,060 LTIP units following this determination. The RSUs will vest on March 11, 2029, and each RSU represents the right to receive one share of Simon Property Group common stock upon settlement.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

FIVEL STEVEN E

(Last) (First) (Middle)

225 W. WASHINGTON STREET

(Street)

INDIANAPOLIS IN 46204

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SIMON PROPERTY GROUP INC. [ SPG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	GENERAL COUNSEL

3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
LTIP Units(1)	(1)	03/11/2026		A		24,981		(1)(2)	(1)	Common Stock	24,981	$0.25	181,060	D
Restricted Stock Units	(3)	03/11/2026		A		4,616		(4)	(4)	Common Stock	4,616	$0	4,616	D

Explanation of Responses:

1. Represents long-term incentive performance ("LTIP") units of Simon Property Group, L.P. (the "Operating Partnership"), of which Simon Property Group, Inc. (the "Company") is the general partner, issued as long-term incentive compensation pursuant to the Operating Partnership's 2019 Stock Incentive Plan (the "Plan"), in compliance with Rule 16b-3. When earned and vested, each LTIP unit may be converted into a unit of limited partnership interest ("Partnership Unit"). Each Partnership Unit may be exchanged for a share of the Company's common stock, or cash, as selected by the Company.

2. On March 1, 2023, the Reporting Person was awarded a maximum of 24,981 LTIP units, subject to certain performance conditions. On March 11, 2026, the Compensation and Human Capital Committee (the "Compensation Committee") of the Board of Directors of the Company determined that the extent to which the performance measures had been achieved during the performance period resulted in 100%, or 24,981 of the LTIP units becoming earned LTIP units. The earned LTIP units vest on January 1, 2027, subject to a continued service requirement, or may vest earlier due to the Reporting Person's death or disability, a change of control of the Company, the retirement of the Reporting Person, subject to the approval of the Company's Compensation Committee, or as may otherwise be determined by the Company's Compensation Committee in accordance with the terms of the grant agreement and the Plan.

3. Each Restricted Stock Unit ("RSU") represents the contingent right to receive, at settlement, one share of common stock of the Company.

4. The RSUs are being issued pursuant to the Plan, in compliance with Rule 16b-3. The RSUs will vest on March 11, 2029, subject to a continued service requirement, or may vest and settle earlier due the Reporting Person's death or disability, a change of control of the Company, the retirement of the Reporting Person, subject to the approval of the Company's Compensation Committee, or as may otherwise be determined by the Company's Compensation Committee in accordance with the terms of the grant agreement and the Plan. Vested RSUs will be settled in shares of the Company's common stock as soon as practicable after the vesting date.

	Steve E. Fivel	03/13/2026
	** Signature of Reporting Person	Date
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FAQ

What equity awards did SPG grant to General Counsel Steven Fivel in this Form 4?

Steven Fivel received 24,981 LTIP units and 4,616 restricted stock units as long-term incentive compensation. The LTIP units reflect a performance award that was earned at 100%, while the RSUs are time-vested equity awards settled in Simon Property Group common stock.

How were the 24,981 LTIP units for SPG’s General Counsel determined and when do they vest?

The 24,981 LTIP units were awarded in 2023 as a maximum performance grant and later determined to be earned at 100% based on performance over the period. These earned LTIP units vest on January 1, 2027, subject to continued service or specific accelerated vesting events.

What is the economic relationship between SPG LTIP units and common stock in this filing?

Each LTIP unit can be converted into a partnership unit of Simon Property Group, L.P. Each partnership unit may then be exchanged, at the company’s election, for either one share of Simon Property Group common stock or cash, aligning management incentives with shareholder value.

What are the key terms of the 4,616 restricted stock units granted to SPG’s General Counsel?

Each restricted stock unit represents the right to receive one share of Simon Property Group common stock at settlement. These RSUs vest on March 11, 2029, subject to continued service, with potential earlier vesting upon events like death, disability, change of control, or approved retirement.

How many LTIP units does SPG’s General Counsel hold after this transaction?

Following this determination, Steven Fivel holds a total of 181,060 LTIP units directly. These LTIP units are part of his long-term incentive compensation and can ultimately be exchanged into partnership units, which in turn may be exchanged for Simon Property Group common stock or cash.

Under what plan were the LTIP units and RSUs for SPG’s General Counsel issued?

Both the LTIP units and RSUs were issued under Simon Property Group’s 2019 Stock Incentive Plan. The awards are designed as long-term incentive compensation and were granted in compliance with Rule 16b-3, which provides an exemption framework for certain insider transactions approved by a board committee.