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Simon Property (NYSE: SPG) CEO-linked entities get millions of OP units

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

SIMON PROPERTY GROUP INC. (SPG) reported insider ownership changes by CEO/President/COO Eli Simon. On 2026-08-20, he acquired 8,000 shares of Common Stock in a transaction classified as an acquisition by will or laws of descent and distribution, leaving him with 8,000 shares held directly.

On the same date, entities associated with him received bona fide gifts of partnership units. LLCs for which he makes voting and investment decisions acquired 7,679,189 OP Units in one entity and 57,546 OP Units in another. These OP Units are exchangeable into Common Stock on a one-to-one basis or cash at the issuer’s election and have no expiration date. The reporting person may be deemed to beneficially own these OP Units but disclaims beneficial ownership except to the extent of his pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Simon Eli
Role CEO/PRESIDENT/COO
Type Security Shares Price Value
Estate Transfer Common Stock F1 8,000 -- --
Gift OP Units F2, F3 7,679,189 -- --
Gift OP Units F2, F4 57,546 -- --
Holdings After Transaction: Common Stock — 8,000 shares (Direct); OP Units — 7,736,735 shares (Indirect, By LLC)
Footnotes (4)
  1. F1. As provided in the Issuer's Articles of Incorporation, each share of Class B Common Stock is convertible at any time, at the option of the holder, into shares of Common Stock on a one-for-one basis.
  2. F2. Represents units of partnership interest ("OP Units") of Simon Property Group, L.P. (the "Operating Partnership"). OP Units held by limited partners of the Operating Partnership are exchangeable for shares of Common Stock on a one-to-one basis or cash, as determined by the Issuer and have no expiration date.
  3. F3. Represents OP Units owned directly and indirectly by DES Descendants Trust, LLC ("Descendants LLC"), a manager-managed limited liability company. The voting and investment decisions regarding such OP Units are made by the Reporting Person, and in such capacity, the Reporting Person may be deemed to beneficially own such OP Units. Descendants LLC is owned by a trust for the benefit of certain individuals, including the Reporting Person. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
  4. F4. Represents OP Units owned by SFCT LLC, a manager-managed limited liability company. The voting and investment decisions regarding such OP Units are made by the Reporting Person, and in such capacity, the Reporting Person may be deemed to beneficially own such OP Units. SFCT LLC is owned by certain trusts, including a trust for the benefit of the Reporting Person. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
Common Stock acquired 8,000 shares Acquisition by will or laws of descent and distribution on 2026-08-20
Direct Common Stock holdings after transaction 8,000 shares Shares of SPG Common Stock held directly by Eli Simon following the reported transaction
OP Units received as gift (Descendants LLC) 7,679,189 OP Units Bona fide gift to DES Descendants Trust, LLC, indirectly associated with Eli Simon
OP Units received as gift (SFCT LLC) 57,546 OP Units Bona fide gift to SFCT LLC, indirectly associated with Eli Simon
Total OP Units in reported gift transactions 7,736,735 OP Units Aggregate giftShares from the transactionSummary giftShares field
OP Units financial
"Represents units of partnership interest ("OP Units") of Simon Property Group, L.P."
OP units are ownership stakes in an operating partnership that sits beneath a public parent company, commonly used by real estate and energy firms to hold assets and distributions. Think of them like special shares in a subsidiary: they give economic rights to profits and cash payouts but are structured differently from the parent’s common stock, so investors watch OP unit issuance because it can change the effective ownership, future distributions, and potential dilution of the parent company’s equity.
bona fide gift financial
"transaction_code_description: "Bona fide gift""
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
laws of descent and distribution financial
"Acquisition or disposition by will or laws of descent and distribution"
pecuniary interest financial
"disclaims beneficial ownership of these securities except to the extent of his pecuniary interest"

FAQ

What insider transactions did SPG CEO Eli Simon report on this Form 4?

Eli Simon reported acquiring 8,000 shares of SPG Common Stock via a transaction classified under will or laws of descent and distribution, and indirect interests in 7,736,735 OP Units received as bona fide gifts through LLCs he manages.

How many SPG Common Stock shares does Eli Simon hold directly after these transactions?

After the reported transaction, Eli Simon holds 8,000 shares of SPG Common Stock directly. This figure comes from the post-transaction ownership line associated with the 8,000-share acquisition on 2026-08-20.

What are OP Units in relation to SPG (SPG) and how many are involved?

The filing states that OP Units are partnership interests in Simon Property Group, L.P. that are exchangeable for SPG Common Stock on a one-to-one basis or cash. Entities associated with Eli Simon received 7,679,189 OP Units and 57,546 OP Units as bona fide gifts.

Are the OP Units reported by SPG’s CEO subject to expiration?

No. The filing states that the OP Units held by limited partners are exchangeable for SPG Common Stock on a one-to-one basis or cash and that they have no expiration date.

Does Eli Simon fully beneficially own all the OP Units reported for SPG?

The filing explains that the OP Units are held by LLCs and trusts. Eli Simon may be deemed to beneficially own them due to his voting and investment authority but disclaims beneficial ownership except to the extent of his pecuniary interest.

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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*
Simon Eli

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO/PRESIDENT/COO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/20/2026
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
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
Common Stock(1)08/20/2026WV8,000 (1) (1)Common Stock8,000(1)8,000D
OP Units(2)08/20/2026G7,679,189 (2) (2)Common Stock7,679,189(2)7,679,189IBy LLC(3)
OP Units(2)08/20/2026G57,546 (2) (2)Common Stock57,546(2)57,546IBy LLC(4)
Explanation of Responses:
1. As provided in the Issuer's Articles of Incorporation, each share of Class B Common Stock is convertible at any time, at the option of the holder, into shares of Common Stock on a one-for-one basis.
2. Represents units of partnership interest ("OP Units") of Simon Property Group, L.P. (the "Operating Partnership"). OP Units held by limited partners of the Operating Partnership are exchangeable for shares of Common Stock on a one-to-one basis or cash, as determined by the Issuer and have no expiration date.
3. Represents OP Units owned directly and indirectly by DES Descendants Trust, LLC ("Descendants LLC"), a manager-managed limited liability company. The voting and investment decisions regarding such OP Units are made by the Reporting Person, and in such capacity, the Reporting Person may be deemed to beneficially own such OP Units. Descendants LLC is owned by a trust for the benefit of certain individuals, including the Reporting Person. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
4. Represents OP Units owned by SFCT LLC, a manager-managed limited liability company. The voting and investment decisions regarding such OP Units are made by the Reporting Person, and in such capacity, the Reporting Person may be deemed to beneficially own such OP Units. SFCT LLC is owned by certain trusts, including a trust for the benefit of the Reporting Person. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
/s/ Eli Simon by his attorney-in-fact, Steven E. Fivel08/24/2026
** 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)