Current Report Filing (8-k)
May 10 2021 - 4:14PM
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SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): May 10, 2021
SIMON
PROPERTY GROUP, INC.
(Exact
name of registrant as specified in its charter)
Delaware
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001-14469
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04-6268599
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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225 WEST WASHINGTON STREET
INDIANAPOLIS,
Indiana
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46204
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: 317.
636.1600
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
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¨
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Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth
company ¨
If an
emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ¨
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbols
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Name
of each exchange on which registered
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Common
stock, $0.0001 par value
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SPG
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New York Stock Exchange
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83/8%
Series J Cumulative Redeemable Preferred Stock, $0.0001 par value
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SPGJ
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New York Stock Exchange
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Item 2.02.
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Results
of Operations and Financial Condition
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On
May 10, 2021, Simon Property Group, Inc. issued a press release containing information on earnings for the quarter ended March 31, 2021
and other matters. A copy of the press release is furnished with this report as Exhibit 99.1 and is incorporated by reference into this
report.
Item 7.01.
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Regulation
FD Disclosure
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Exhibit
99.1 also includes supplemental financial and operating information for the quarter ended March 31, 2021.
Item
9.01. Financial Statements and Exhibits
Financial
Statements:
None
Exhibits:
The
exhibit filed with this report contains measures of financial or operating performance that are not specifically defined by
generally accepted accounting principles (“GAAP”) in the United States, including funds from operations
(“FFO”), FFO per share, funds available for distribution, net operating income (“NOI”), domestic property
NOI and portfolio NOI. FFO and NOI are performance measures that are standard in the REIT business. We believe FFO and NOI provide
investors with additional information concerning our operating performance and a basis to compare our performance with the
performance of other REITs. We also use these measures internally to monitor the operating performance of our portfolio. Our
computation of these non-GAAP measures may not be the same as similar measures reported by other REITs.
These
non-GAAP financial measures should not be considered as alternatives to net income as a measure of our operating performance or to cash
flows computed in accordance with GAAP as a measure of liquidity nor are they indicative of cash flows from operating and financial activities.
Reconciliations
of each of these non-GAAP measures to the most-directly comparable GAAP measure are included in the exhibit.
The
information in this report and the exhibit filed herewith is being furnished, not filed, for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, and pursuant to Items 2.02 and 7.01 of Form 8-K, will not be incorporated by reference into any filing
under the Securities Act of 1933, as amended.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
Dated: May 10, 2021
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SIMON PROPERTY GROUP, INC.
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By:
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/s/
BRIAN J. MCDADE
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Brian J. McDade,
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Executive Vice President, Chief Financial Officer and
Treasurer
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