Simon Property Group (SPG) Proxy filing summary

Executive summary

• The 2026 Annual Meeting will be held virtually on May 13, 2026, with shareholders able to vote and submit questions online.

• 2025 was a record-breaking year, with net income attributable to common shareholders of $4.624 billion, a 95% increase over 2024, and consolidated revenue up 6.7% year-over-year.

• The company raised approximately $9 billion in capital, signed 4,600 leases for over 17 million sq. ft., and delivered 23 new development and redevelopment projects.

• Shareholder engagement was extensive, with direct outreach to holders of 62% of shares and feedback informing governance and compensation practices.

Voting matters and shareholder proposals

• Shareholders will vote to elect 13 directors (11 by common shareholders, 2 by Class B trustee), approve executive compensation (say-on-pay), and ratify Ernst & Young LLP as the independent auditor for 2026.

• The board recommends voting FOR all director nominees, the say-on-pay proposal, and auditor ratification.

• Shareholder proposals for the 2027 meeting must be submitted by December 2, 2026, for inclusion in proxy materials.

Board of directors and corporate governance

• 85% of the board is independent; all committees are fully independent and chaired by independent directors.

• Board leadership was separated in March 2026, with Larry C. Glasscock appointed Non-Executive Chairman and Eli Simon as CEO and President.

• The board emphasizes diversity, experience, and regular refreshment, with 45% of independent directors joining in the last 8 years.

• Annual board and committee evaluations, director education, and succession planning are integral to governance.

• Majority vote standard applies for uncontested director elections, and there is no shareholder rights plan.