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SPG (NYSE: SPG) EVP awarded restricted stock and has shares withheld for taxes

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

SIMON PROPERTY GROUP INC. executive vice president and treasurer Donald G. Frey received an award of 2,721 shares of restricted common stock on April 1, 2026 under the Simon Property Group, L.P. 2019 Stock Incentive Plan. These restricted shares are subject to forfeiture if vesting conditions are not met.

To satisfy related tax obligations at vesting, 1,312 shares of common stock were withheld at $186.53 per share, a non‑market, tax-withholding disposition rather than an open-market sale. Following these transactions, Frey directly holds 22,573 common shares and indirectly holds 196 shares through a 401(k) plan, which includes 2 shares acquired via the issuer’s dividend reinvestment plan.

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Insider Frey Donald G
Role EVP, TREASURER
Type Security Shares Price Value
Grant/Award Common Stock 2,721 $0.00 --
Tax Withholding Common Stock 1,312 $186.53 $245K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 23,885 shares (Direct); Common Stock — 196 shares (Indirect, 401 (K) Plan)
Footnotes (1)
  1. Award of restricted stock under a stock incentive program established pursuant to the Simon Property Group, L.P. 2019 Stock Incentive Plan. The restricted stock included within such award is subject to forfeiture unless recipient satisfies vesting requirements. Represents tax withholding obligations in connection with the vesting of restricted stock. Includes 2 shares of common stock acquired pursuant to the Issuer's dividend reinvestment plan since the Form 4 filed by the Reporting Person on March 4, 2026.
Restricted stock award 2,721 shares Common stock granted April 1, 2026 under 2019 Stock Incentive Plan
Tax-withheld shares 1,312 shares Shares withheld to cover tax obligations on vesting
Tax withholding price $186.53 per share Value used for tax-withholding disposition
Direct holdings after transaction 22,573 shares Direct SPG common stock owned by Donald G. Frey after Form 4 events
Indirect 401(k) holdings 196 shares Common stock held indirectly in a 401(k) plan, including 2 DRIP shares
restricted stock financial
"Award of restricted stock under a stock incentive program"
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
stock incentive program financial
"under a stock incentive program established pursuant to the Simon Property Group, L.P. 2019 Stock Incentive Plan"
tax withholding obligations financial
"Represents tax withholding obligations in connection with the vesting of restricted stock"
dividend reinvestment plan financial
"acquired pursuant to the Issuer's dividend reinvestment plan since the Form 4"
A dividend reinvestment plan lets shareholders automatically use cash dividends to buy more shares of the same company instead of receiving the money. It matters to investors because it turns regular payouts into a steady way to grow ownership and take advantage of compound returns—like having your savings automatically buy additional slices of a pie over time—while often reducing transaction costs and smoothing purchase timing.
401 (K) Plan financial
"nature_of_ownership": "401 (K) Plan""
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Frey Donald G
(Last)(First)(Middle)
225 W. WASHINGTON ST.
(Street)
INDIANAPOLIS INDIANA 46204
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
SIMON PROPERTY GROUP INC. [ SPG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, TREASURER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock04/01/2026A(1)2,721A(1)23,885D
Common Stock04/01/2026F1,312(2)D$186.5322,573D
Common Stock196(3)I401 (K) Plan
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Award of restricted stock under a stock incentive program established pursuant to the Simon Property Group, L.P. 2019 Stock Incentive Plan. The restricted stock included within such award is subject to forfeiture unless recipient satisfies vesting requirements.
2. Represents tax withholding obligations in connection with the vesting of restricted stock.
3. Includes 2 shares of common stock acquired pursuant to the Issuer's dividend reinvestment plan since the Form 4 filed by the Reporting Person on March 4, 2026.
/s/ Donald G. Frey by his attorney-in-fact, Kevin M. Kelly04/02/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did SPG executive Donald G. Frey report in this Form 4 filing?

Donald G. Frey reported receiving 2,721 shares of restricted common stock under a stock incentive plan and a related tax-withholding share disposition. After these entries, he directly owns 22,573 SPG shares and indirectly holds 196 shares in a 401(k) plan.

Is Donald G. Frey’s SPG Form 4 transaction an open-market stock sale?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. The 1,312 shares at $186.53 per share were withheld to cover tax obligations triggered by vesting of restricted stock, a routine compensation-related mechanism rather than discretionary selling.

How many SPG shares did Donald G. Frey receive as restricted stock?

He received an award of 2,721 restricted shares of SIMON PROPERTY GROUP INC. common stock. The award was granted under the Simon Property Group, L.P. 2019 Stock Incentive Plan and remains subject to forfeiture until the specified vesting requirements are satisfied.

How many SPG shares were withheld for Donald G. Frey’s taxes?

The filing reports that 1,312 shares of SIMON PROPERTY GROUP INC. common stock were withheld at $186.53 per share. This withholding was to satisfy tax obligations arising from the vesting of restricted stock, according to the disclosure language in the footnotes.

What are Donald G. Frey’s SPG share holdings after these transactions?

After the reported transactions, Donald G. Frey directly holds 22,573 shares of SIMON PROPERTY GROUP INC. common stock. He also indirectly holds 196 shares through a 401(k) plan, including 2 shares acquired via the company’s dividend reinvestment plan since his prior Form 4.

What stock incentive plan is referenced in Donald G. Frey’s SPG Form 4?

The restricted stock award was granted under the Simon Property Group, L.P. 2019 Stock Incentive Plan. The filing explains that the restricted stock is subject to forfeiture unless the recipient meets specified vesting requirements set by this stock incentive program.