SIMON PROPERTY GROUP INC /DE/ — Director's Dealing 2022

Mar 15, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SIMON PROPERTY GROUP INC /DE/ (SPG)
CIK: 0001063761
Period of Report: 2022-03-11

Reporting Person: SIMON DAVID (Director, CEO/Chairman/President)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-03-11	LTIP Units	$	A	23724	Acquired		Common Stock (23724)	Direct

Footnotes

F1: 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.

F2: On May 8, 2019, the Reporting Person was awarded a maximum of 62,412 LTIP units, subject to certain performance conditions. On March 11, 2022, 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 38.0%, or 23,724 of the LTIP units becoming earned LTIP units. The earned LTIP units vest on January 1, 2023, 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.