Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On December 8, 2021, the Board of Directors (the "Board") of Simon Property
Group, Inc. (the "Company"), upon recommendation of its Governance and
Nominating Committee, appointed Ms. Peggy Fang Roe to the Board, with a term set
to expire at the Company's 2022 annual meeting of stockholders. The appointment
of Ms. Roe increases the size of the Board to fourteen members. The Governance
and Nominating Committee and the Board have determined that Ms. Roe is
Independent under the Company's Governance Principles and in accordance with the
rules adopted by the Securities and Exchange Commission. There are no
arrangements or understandings between Ms. Roe and any other persons pursuant to
which Ms. Roe was appointed a director of the Company.
As a non-employee director, Ms. Roe will participate in the non-employee
director compensation arrangements described in the Company's definitive proxy
statement filed with the Securities and Exchange Commission on March 26, 2021
and incorporated herein by reference. In addition, it is expected that she will
enter into the Company's standard form of director indemnity agreement. The form
of the indemnity agreement was filed as Exhibit 10.7 to the Company's
Registration Statement on Form S-4 filed with the Securities and Exchange
Commission on August 13, 1998 and is incorporated herein by reference.
A copy of the Company's press release announcing the appointment of Ms. Roe to
the Board is attached hereto as Exhibit 99.1 and the information set forth
therein is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
Financial Statements:
None
Exhibits:
Exhibit No. Description
Press Release, dated December 8, 2021 issued by Simon Property Group,
99.1 Inc.
Cover Page Interactive Data File (the cover page XBRL tags are embedded in
104 the Inline XBRL document).
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