Simon Property Group (SPG) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will address director elections, executive compensation, auditor ratification, and a proposal to redomesticate the company to Indiana.

• 2024 was a record-breaking year, with strong financial performance, portfolio growth, and increased shareholder returns.

• The company emphasizes shareholder engagement, governance enhancements, and long-term value creation.

Voting matters and shareholder proposals

• Shareholders will vote on electing 13 directors, approving executive compensation, ratifying Ernst & Young LLP as auditor, and redomesticating to Indiana.

• The board recommends voting in favor of all proposals.

• Shareholder proposals for the 2026 meeting must comply with advance notice and proxy access provisions.

Board of directors and corporate governance

• 77% of the board is independent, with a median independent director tenure of 8.5 years.

• Board leadership includes a combined CEO/Chairman and a Lead Independent Director with defined responsibilities.

• Annual board and committee evaluations, director education, and succession planning are emphasized.

• The board is diverse in skills, experience, and gender, and all directors attended at least 75% of meetings.

• Shareholder engagement directly informs governance and compensation practices.