2022 SIMON® Annual Report

Simon Property Group's (NYSE: SPG) 2022 complete annual report with form 10K

2022 ANNUAL REPORT

LIVE WORK PLAY STAY SHOP

SIMON PROPERTY GROUP, INC.

CONTENTS

II V X

From the Chairman, CEO & President

Financial Highlights Investment Highlights

XII

Board of Directors & Management

10-K 1 Management’s Discussion & Analysis 59 Financial Statements 79

2022 ANNUAL REPORT

FROM THE CHAIRMAN, CEO & PRESIDENT Dear Fellow Shareholders,

I am really pleased with our 2022 results and how we have positioned Simon Property Group (“SPG,” “Simon” or the “Company”) for future prosperity. We have fully bounced back from the toll of the COVID-19 pandemic. Retailer demand is strong. Our properties are getting better, excess supply is leaving the landscape, and e-commerce growth has decelerated as retailers acknowledge that it is simply not as profitable as physical stores (omnichannel is a must for retailers with a major emphasis on stores assuming profitability is a priority). This is leading to growth in our property cash flow. Importantly, we have proven on many fronts that our Company can handle adversity and bumps in the road. With that said, our well-located properties (whether enclosed or not) continue to lead the retail scene because they are properly maintained, leased and reinvigorated. Contrary to what the pundits have said, top malls have endured the growth of Walmart/Target, lifestyle centers, power centers, the proliferation of strip centers, e-commerce, retailer bankruptcies and the shut-down from the pandemic to name just a few. Don’t be discouraged by this at all, instead be comforted that our great malls have prospered in this ever-changing operating environment.

David Simon Chairman, Chief Executive Officer & President

Beneficial Interest of Combined NOI $6.1 Billion $4.5 FFO $5.3 Billion Consolidated Revenue

Over the last 30 years, our portfolio has not only grown in the number of malls we own, but also in other forms of complementary retail real estate, including our Premium Outlets ® , The Mills ® and our international business. Our scale and our quality have dramatically increased. We augmented our real estate with our fifth platform that includes opportunistic investments in leading companies and brands involved in retail operations, intellectual property assets and licensing, e-commerce marketplaces and recently, the asset and investment management businesses. The combination of our understanding of the evolving needs of the consumer and retailers, our access to capital and our thoughtful and flexible strategy has allowed us to construct a unique portfolio of thriving companies and property assets. Our growth over the years has clearly reinforced the strategy we have pursued and our operational excellence has been critical to achieving our leadership position. We have an unparalleled

Company positioned to continue to build upon the success we have so far achieved. We will never be satisfied with the status quo and we will continue to push ourselves to perform and excel. This is our 30th year as a public company, so the following will help illustrate my point: ■ Our annual Funds From Operations (“FFO”), an important industry measure, has grown from $150 million at the time of our IPO to approximately $4.5 billion in 2022. ■ We have increased the Company’s annual FFO generation by nearly 30 times since our IPO. ■ Our beneficial interest of combined Net Operating Income (“NOI”) has increased from approximately $300 million to more than $6 billion over the last 30 years. ■ In 1993, our portfolio consisted of 114 properties primarily middle-market malls in the Midwest. Today, our diversified portfolio includes over 250 properties across our platforms in 37 states and 14 countries.

Billion

$2.6 Cash Dividends Paid

Billion

SIMON PROPERTY GROUP, INC.

Dadeland Mall, Miami, FL

■ Total market value of our portfolio has increased from $3.5 billion to well over $80 billion . ■ From our IPO through year- end 2022, ownership of Simon Property Group (SPG) common stock provided a total return to shareholders of approximately 2,400% , or a compound annual return of approximately 12% . I am proud of how our Company has delivered financial and operational outperformance over our history and through many cycles. Whether measured through cash flow growth or value creation, outperformance has been a hallmark of SPG. We have our employees to thank for that. Over the years, we have carefully grown our Company to be the global leader it is today. We are laser-focused on our leasing activities, property management operations and capital

structure, so that we can be as efficient and nimble as possible and be in position to prudently invest in our assets. We continue to differentiate ourselves by being an excellent partner, seeking to grow our business while striving to do what is best for our stakeholders and the communities in which we operate. Strong brand relationships have always been, and will always be, a critical component of our success. There is a survival-of-the- fittest philosophy required in retail real estate. The business is a constantly changing landscape and we are certain that our well-located real estate will continue to prosper. Before we turn to our 2022 highlights, let me provide our check list on how we profitably grow: ■ We increase the NOI from our existing assets through curating the merchandise mix and driving our industry-leading operating margins;

■ We enhance our existing assets through redevelopment and expansion projects, including the addition of mixed-use elements, which provide accretive returns while enhancing the overall property; ■ We invest in new developments that meet our stringent investment criteria; ■ We expand our global footprint through international investments where we can export Simon know-how; ■ We make other accretive, strategic investments that improve our franchise; and ■ We manage our balance sheet and the excess cash flow that comes from our operations.

With that backdrop, let’s turn to our 2022 highlights.

III

2022 ANNUAL REPORT

Orlando Vineland Premium Outlets, Orlando, FL

FINANCIAL RESULTS AND OPERATING METRICS We delivered impressive results. ■ Consolidated revenues increased more than 3% to $5.29 billion. ■ Net income was $2.14 billion, or $6.52 per diluted share. ■ FFO was $4.48 billion or $11.95 per diluted share. ■ Our share of Domestic Property NOI grew 4.8%, or $230 million year-over-year, to $5.04 billion. ■ Our share of Portfolio NOI, including international properties on a constant currency basis, grew 5.7%, or $288 million, to $5.34 billion. ■ We generated more than $1.5 billion in excess cash flow, after dividends. ■ Occupancy for our U.S. Malls and Premium Outlets increased 150 basis points and ended the year at 94.9%, The Mills occupancy ended the year at 98.2% and Taubman Realty Group (“TRG”) ended at 94.5%. ■ Reported retailer sales for our U.S. Malls and Premium Outlets were $753 per square foot ( record ), an increase of approximately 6% year-over-year. The Mills and TRG also achieved record sales levels of $679 per square foot and $1,095 per square foot, respectively.

■ Retailer sales productivity is approximately 9% higher than pre-pandemic levels. This increase in retailer sales productivity further reinforces the importance of high-quality stores. REDEVELOPMENT INCLUDING THE ADDITION OF MIXED-USE COMPONENTS ■ We completed fourteen redevelopment projects across all our platforms in the U.S. during the year. ■ Total investment in redevelopment projects completed was approximately $500 million. ■ We opened 44 anchor/specialty tenants in 2022 and expect to open more than 40 in 2023. ■ We also continued to add mixed-use components to our market-leading centers with the opening of a more than 330-unit residential community at Round Rock Premium Outlets in Round Rock (Austin), Texas with others under construction. ■ We have added over 4,200 hotel and residential units to our portfolio in the last several years.

■ Our current mixed-use redevelopment activities include the potential of adding more than 4,000 residential units and hotel rooms at high-quality centers including, for example, Brea Mall in Brea (Los Angeles), California; Northgate Station in Seattle,

Washington; and St. Johns Town Center in Jacksonville, Florida.

■ At Phipps Plaza in Buckhead (Atlanta), Georgia, we opened a transformative redevelopment that redefines the future of modern, mixed-use luxury. This redevelopment features a 150-room Nobu Hotel and Nobu Restaurant; One Phipps Plaza, a new 13-story, 365,000 square-foot, Class A LEED Gold certified office building; Life Time Athletic and Life Time Work; and the food hall, Citizens Market. In the heart of these new additions is a lavish greenspace for outdoor events, dining and entertainment. This is a perfect example of a former department store being redeveloped profitably into place-making space. ■ Since 2013, we have invested more than $8 billion in redevelopment and new development projects to enhance our retail offerings and add complementary mixed-use components to our world-class properties.

SIMON PROPERTY GROUP, INC.

FINANCIAL HIGHLIGHTS

2022

YEAR ENDED DECEMBER 31

2021

OPERATING DATA (in millions) Consolidated Revenue Funds from Operations (FFO)

$ 5,291 $ 4,481

5,117

$ 4,487

PER SHARE DATA Net Income Per Diluted Share

6.52

$ $ $

6.84 11.94 5.85

$ 11.95

FFO Per Diluted Share

6.90

Dividends Declared Per Share

$ 117.48

Common Stock Price at December 31

$ 159.77

STOCK AND LIMITED PARTNERSHIP UNITS OUTSTANDING Shares of Common Stock (in thousands)

326,954 47,303 374,257 $ 44,041 $ 75,566

328,620

Limited Partnership Units (in thousands)

47,248

Total Common Stock and Limited Partnership Units

375,868

Total Equity Capitalization (in millions) Total Market Capitalization (1) (in millions)

$ 60,133 $ 92,277

OTHER DATA (2) Total Number of Properties in the U.S. U.S. Square Footage (in thousands) Total Number of International Properties International Square Footage (in thousands)

196

199

172,623

175,301

11,487

11,190

(1) Includes our share of consolidated and joint venture debt. (2) We also owned an 80% interest in The Taubman Realty Group (TRG), which owns 24 regional, super-regional and outlet malls in the U.S. and Asia.

Consolidated Revenue $ in billions

Beneficial Interest of Combined NOI $ in billions

FFO Per Diluted Share

Dividends Declared Per Share

20 21 22 18 19

This annual report contains a number of forward-looking statements. For more information, refer to the Company’s fourth quarter and full-year 2022 results and SEC filings on our website at investors.simon.com . This report also references non-GAAP financial measures including funds from operations, or FFO, and net operating income, or NOI. These financial measures are commonly used in the real estate industry and we believe they provide useful information to investors when used in conjunction with GAAP measures. For a definition of FFO and reconciliations of each of the non-GAAP measures used in this report to the most directly comparable GAAP measure, refer to the Company’s fourth quarter and full-year 2022 results, SEC filings and Non-GAAP Reconciliations under Financials / Quarterly Reports at investors.simon.com.

Scan the QR code for Simon’s 2021 Sustainability Report

For more information, visit simon.com

2022 ANNUAL REPORT

Woodbury Common Premium Outlets, Central Valley, NY

“ We continue to differentiate ourselves by being an excellent partner, seeking to grow our business while striving to do what is best for our stakeholders and the communities in which we operate.”

MARKETING ■ Our marketing strategy is focused on creative storytelling tailored to individual platforms and targets that drive awareness, traffic and sales for the brands and retailers in our centers, while engaging with our shoppers. ■ Our always-on initiatives keep our shoppers informed about what’s happening locally at each center. In addition, a robust calendar of seasonal campaigns offers compelling incentives to encourage visits. ■ Launched a new annual shopping event: National Outlet Shopping Day TM (“NOSD”) celebrated at all our Premium Outlets and The Mills centers, with over 300 retailer brands participating. In its first year, NOSD generated over 3 million shopper visits and more than 40 million media impressions. Stay tuned for an even bigger event in 2023! ■ Executed over 2,750 events and programs to engage community members, shoppers and visitors. ■ Generated over 3 billion advertising Simon Shopper impressions across all media channels. ■ Developed social media campaigns

INTERNATIONAL ■ Our international portfolio includes 23 Premium Outlets and 11 Designer Outlets in 13 countries; a 22.4% interest in Klépierre (which owns more than 130 properties in 14 European countries); and four mall properties in Asia. ■ We opened Fukaya-Hanazono Premium Outlets, a 296,000 square foot center located in Fukaya City (Saitama), our tenth Premium Outlet Center in Japan. ■ We have one new international development project under construction: Paris-Giverny Designer Outlet (Normandy) in France, opening this spring. ■ We have a significant expansion under construction in South Korea at the highly productive Busan Premium Outlets, expected to open in 2024.

■ Our international portfolio is vastly undervalued.

LEASING ■ We executed more than 4,100 leases totaling over 14 million square feet across the portfolio. ■ It was another successful year for growing luxury and fashion brands across our portfolio. During 2022, we executed deals with many of the world’s best brands, including Dior, Fendi, Gucci, Louis Vuitton, Prada, Van Cleef & Arpels, Yves Saint Laurent and more. ■ Restaurant activity is robust with leading world-class restaurateurs and best-in-class local operators. ■ We opened 57 restaurants in 2022 with more than 50 to open in 2023. ■ We also added a diverse mix of interactive entertainment operators to our properties.

resulting in over 700 million impressions and 75 million video views.

SIMON PROPERTY GROUP, INC.

National Outlet Shopping Day

INNOVATION ■ We complement investments in our physical product with investments in technical innovations focused on improving the shopping experience and driving shopper traffic. ■ Launched the first-of-its-kind Simon Search capability, providing shoppers with center-wide visibility into participating store inventory. Onboarded more than 40 retailers and continue to add more every month. ■ Launched the Simon American Express Credit Card powered by Cardless. Unique to the industry, the card offers shoppers 3% to 5% discounts on spend at Simon centers. ■ Expanded the number of live streaming shopping events from our tourism centers in partnership with ShopPremiumOutlets.com, expanding the reach of those stores in both domestic and international markets. ■ We also invested in technology that helps drive our operating costs down, hence our best-in-class operating margin. ■ We are making smart investments in companies that provide support services to our retailers, including delivery, returns and other logistical services.

PLATFORM INVESTMENTS ■ We have made astute, opportunistic investments in brands involved in retail operations, intellectual property assets and licensing and e-commerce marketplaces. ■ Our retail investments include SPARC Group and JCPenney. SPARC includes seven brands—Aéropostale, Brooks Brothers, Eddie Bauer, Forever 21, Lucky Brand, Nautica and Reebok. 2022 was a solid year for these brands following a terrific 2021. We purchased these brands at distressed prices and have been successful in stabilizing and growing them. ■ We own approximately 12% of Authentic Brands Group (“ABG”), a world-class intellectual property, brand development, marketing and entertainment company. The ABG licensing platform includes more than 40 brands and generates more than $25 billion in global annual retail sales through its network of over 1,200 partners. Our relationship is both as a significant shareholder and as a partner in JCPenney and our SPARC joint venture. At ABG’s current valuation, we have a 9X profit on our cash investment.

■ Created digital display and video campaigns to support local centers, resulting in over 400 million video views, more than 10 million clicks to Simon websites and over 5.5 million property visits. ■ Expanded the VIP Shopper Club and Mall Insider programs to nearly 18 million members, with messaging focused on new store openings, local programs, retailer deals and special promotions. ■ Generated nearly 1 million QR code scans from on-center signage, an increase of 168%, driving shoppers to retailer deals, sign-up for VIP Club access and special events. SIMON BRAND VENTURES ■ Simon Brand Ventures continues to provide brands and retailers with unique opportunities to engage shoppers through a variety of media and activation opportunities, both online and in our centers. ■ Brands want access to our large customer base and the millions of visitors to our portfolio. ■ Our unmatched go-to-market strategy leads the industry, consistently outperforming industry benchmarks and delivering significant impact for our Company, including revenue growth of 22% in 2022.

VII

2022 ANNUAL REPORT

St. Johns Town Center, Jacksonville, FL

COMMUNITY IMPACT ■ Engaging with our communities means creating positive social and economic impacts where we operate. We recognize the essential role our properties play in their communities. ■ Our centers engaged in the planning and execution of more than 200 events that brought together shoppers and causes important to the neighboring communities. Through our localized approach, we raised money and collected thousands of donated items for these important causes. Additionally, our centers across the country held a Do Good With Denim drive during the back-to-school season resulting in close to 10,000 pieces of denim collected. The donated denim went back to local partners to distribute in our communities. ■ Our centers, a source of pride for

■ With our global footprint of physical outlets, our complementary investment in Rue Gilt Groupe (“RGG”) allows our shopper to connect to world-class brands in a digital shopping environment. RGG operates three distinct brands—Rue La La, Gilt and Shop Premium Outlets (“SPO”). RGG is a trusted online fashion authority featuring over 5,000 premium and luxury brands up to 70% off full-price retail. Gross merchandise value through the SPO marketplace grew 124% in 2022 with more growth to come as we link our physical properties with the SPO marketplace. ■ We formed a strategic partnership with Jamestown, a global real estate investment and management firm. We see great opportunity together to capitalize on the growing asset and investment management businesses. The Jamestown team are experienced, mixed-use operators, developers, property managers and asset managers. We are pleased to expand our other investment platform with this best-in-class company, and we expect to grow their asset management business and accelerate our densification opportunities.

American Heart Association, United States Armed Forces, Make-A-Wish, Autism Speaks, Susan G. Komen, Feeding America, Salvation Army, and American Red Cross, among others. ■ Since its inception in 1998, Simon Youth Foundation (“SYF”) has helped more than 26,000 students graduate from our nationwide network of 44 Simon Youth Academies in 16 states. In the 2021-2022 academic year, SYF students achieved a 93% graduation rate—eclipsing the national average. Each year, SYF awards up to $1 million in Simon Youth Scholarships to high school students in every community that is home to a Simon Mall. SYF has awarded more than $21 million in scholarships to nearly 6,000 students thus far. Please support SYF. RETURNING CAPITAL TO SHAREHOLDERS ■ Capital returned to shareholders in 2022 totaled approximately $2.8 billion, comprised of $2.6 billion in dividends and $180 million in share buybacks. ■ Common stock dividends paid in 2022 were $6.90 per share, an increase of 17.9% from 2021. ■ We have paid more than $39 billion in dividends over our history as a public company.

those that live and work in the communities we serve, hosted

over 3,500 lifestyle events such as job fairs, farmers markets, fitness classes and movie nights, and fulfilled community needs with blood drives and vaccination locations. ■ By supporting nonprofit organizations in a range of activities, we identify social initiatives to meet the specific needs of each community. In 2022, our people supported organizations including Pediatric Cancer Foundation,

VIII

SIMON PROPERTY GROUP, INC.

The Westchester, White Plains, NY

“ We have paid more than $39 billion in dividends over our history as a public company.”

■ Our balance sheet continues to differentiate us within our industry, given our strong investment grade credit ratings of A-/A3 and access to multiple forms of capital.

I want to thank our Board of Directors for their input and guidance. I want to especially thank Karen Horn and Al Smith for their 20 and 30 years, respectively, of distinguished service to our Company. Karen and Al will be retiring from our Board of Directors later this year. I am grateful for their invaluable contributions and exceptional guidance over the years. I cannot conclude this letter without thanking all my Simon colleagues for their continued commitment, dedication and hard work. Finally, I also thank you, our shareholders, for your support and confidence. Your comments and thoughts are always welcome and appreciated.

CLOSING In summary, 2022 was a very

successful year, but we never rest. We are always focused on improving. It is in our DNA. We are committed to our proven long-term strategy, and we have conviction in what we do. We will continue to be innovative, creating memorable, unique experiences for shoppers and retailers alike. Our strong financial position will enable us to invest in the future. I am optimistic that we will continue to produce impressive financial results. Please do not underestimate the importance of physical retail, it is where the action is. We will appropriately deal with our rising cost of capital from increasing interest rates, just like other past challenges that we have successfully dealt with. On that front, we have already been proactive in 2023 with two senior notes issuances totaling $1.3 billion and closing on a new $5.0 billion revolving credit facility. A ringing endorsement of SPG.

■ Our dividend is well covered, and our payout ratio is less than 60%.

BALANCE SHEET ■ Prudent balance sheet management is a trademark of our Company and central to our ability to execute our long-term strategy. ■ We completed more than $3.5 billion of financing activities: –Completed two U.S. dollar senior notes offerings totaling $1.2 billion. –Completed twenty secured loan refinancings for more than $2.3 billion.

DAVID SIMON Chairman, CEO & President March 21, 2023

■ Our liquidity was nearly $8 billion at year-end.

2022 ANNUAL REPORT

INVESTMENT HIGHLIGHTS International New Development

Fukaya-Hanazono Premium Outlets, Fukaya City, Japan

Paris-Giverny Designer Outlet, Normandy, France

Redevelopment

The Shops at Crystals, Las Vegas, NV

Burlington Mall, Burlington, MA

The Galleria, Houston, TX

Sawgrass Mills, Miami, FL

SIMON PROPERTY GROUP, INC.

LIVE

WORK

One Southdale Place, Edina, MN

Southdale Center, Edina, MN

STAY

The Domain, Austin, TX PLAY

Dadeland Mall, Miami, FL

Stanford Shopping Center, Palo Alto, CA SHOP

2022 ANNUAL REPORT

BOARD OF DIRECTORS, EXECUTIVE OFFICERS AND MEMBERS OF SENIOR MANAGEMENT

Board of Directors Glyn F. Aeppel President and Chief Executive Officer of Glencove Capital Larry C. Glasscock Former Chairman and CEO of Anthem, Inc. Karen N. Horn, Ph.D. 1 Senior Managing Director of Brock Capital Group Allan Hubbard Co-Founder, Chairman and Partner of E&A Companies Reuben S. Leibowitz Managing Member of JEN Partners Randall J. Lewis 2 Managing Partner, Cleveland Avenue Gary M. Rodkin Retired Chief Executive Officer of ConAgra Foods, Inc. Peggy Fang Roe Executive Vice President and Chief Customer Officer of Marriott International Stefan M. Selig Founder of BridgePark Advisors LLC David Simon Chairman of the Board, Chief Executive Officer and President of Simon Property Group, Inc. Herbert Simon Chairman Emeritus of the Board of Simon Property Group, Inc. Daniel C. Smith, Ph.D. Clare W. Barker Professor of Marketing, Indiana University, Kelley School of Business J. Albert Smith, Jr. 1 Chairman, Chase Bank in Central Indiana and Managing Director of J.P. Morgan Private Bank Richard S. Sokolov Director and Vice Chairman of Simon Property Group, Inc. Marta R. Stewart Retired Executive Vice President and Chief Financial Officer of Norfolk Southern Corporation Audit Committee J. Albert Smith, Jr. 1 , Chair, Larry C. Glasscock, Reuben S. Leibowitz, Stefan M. Selig, Marta R. Stewart Compensation and Human Capital Committee Reuben S. Leibowitz, Chair, Allan Hubbard, Stefan M. Selig, Daniel C. Smith, Ph.D., J. Albert Smith, Jr. 1 Governance and Nominating Committee Karen N. Horn, Ph.D. 1 , Chair, Glyn F. Aeppel, Larry C. Glasscock, Allan Hubbard, Gary M. Rodkin, Peggy Fang Roe

Executive Officers David Simon Chairman of the Board, Chief Executive Officer and President Steven E. Fivel General Counsel and Secretary John Rulli Chief Administrative Officer Brian J. McDade Executive Vice President and Chief Senior Vice President and Chief Accounting Officer Corporate Richard S. Sokolov Director and Vice Chairman Stanley Shashoua Chief Investment Officer Mikael Thygesen Chief Marketing Officer and President— Simon Brand Ventures Donald Frey Executive Vice President and Treasurer Marla K. Parr Executive Vice President—Specialty Leasing Michael Romstad Executive Vice President— Financial Officer Adam J. Reuille Reporting and Operations Joseph W. Chiappetta Senior Vice President and Chief Technology Officer Matthew Jackson Senior Vice President and Assistant Treasurer Kevin M. Kelly Assistant General Counsel and Assistant Secretary Susan Massela Senior Vice President—Human Resources Patrick M. Peterman Senior Vice President—Development and Asset Intensification Eli M. Simon Senior Vice President— Corporate Investments Russell A. Tuttle Senior Vice President and Chief Security Officer Thomas Ward Senior Vice President—Investor Relations Brian J. Warnock Senior Vice President—Acquisitions and Financial Analysis Property Management Steven K. Broadwater Senior Vice President—Financial

Malls Jonathan Murphy Co-President—Mall Platform Eric Sadi Co-President—Mall Platform Vicki Hanor

Senior Executive Vice President and Managing Director—Luxury Leasing Pervis H. Bearden, Jr. Executive Vice President—Leasing and National Accounts The Mills And Premium Outlets Gary Duncan President—The Mills and Premium Outlets Peter Baxter Executive Vice President—Luxury Leasing Jay E. Buckey Executive Vice President—Leasing Natalie Turpan Executive Vice President—Leasing Rhonda D. Bandy Senior Vice President—Leasing W. Bradford Cole Senior Vice President—Leasing David Gorelick Senior Vice President—Leasing Christine Schnauffer Senior Vice President—Leasing Development Mark J. Silvestri President—Simon Development John Phipps Senior Vice President—Development Sundesh N. Shah Senior Vice President— Specialty Development Kathleen Shields Senior Vice President—Development

1 Will be retiring from the Board of Directors effective May 4, 2023. 2 Appointed to the Board of Directors on March 20, 2023.

XII

SIMON PROPERTY GROUP, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022

SIMON PROPERTY GROUP, INC. SIMON PROPERTY GROUP, L.P. (Exact name of registrant as specified in its charter)

04-6268599 (Simon Property Group, Inc.) 34-1755769 (Simon Property Group, L.P.)

001-14469 (Simon Property Group, Inc.) 001-36110 (Simon Property Group, L.P.) (Commission File No.)

Delaware (Simon Property Group, Inc.) Delaware (Simon Property Group, L.P.) (State of incorporation or organization)

(I.R.S. Employer Identification No.)

225 West Washington Street Indianapolis, Indiana 46204 (Address of principal executive offices) (ZIP Code) (317) 636-1600 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbols

Name of each exchange on which registered

Simon Property Group, Inc. Simon Property Group, Inc.

Common stock, $0.0001 par value 8 3 / 8 % Series J Cumulative Redeemable Preferred Stock, $0.0001 par value

SPG

New York Stock Exchange New York Stock Exchange

SPGJ

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the Registrant is a well-known seasoned issuer (as defined in Rule 405 of the Securities Act). Simon Property Group, Inc. Yes ☒ No  Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Simon Property Group, Inc. Yes  No ☒ Simon Property Group, L.P. Yes  No  Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Simon Property Group, Inc. Yes ☒ No  Simon Property Group, L.P. Yes  No  Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Simon Property Group, Inc. Yes ☒ No  Simon Property Group, L.P. Yes  No  Simon Property Group, L.P. Yes  No  Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act (check one):

Simon Property Group, Inc.: Large accelerated filer ☒ Simon Property Group, L.P.: Large accelerated filer 

Accelerated filer 

Non-accelerated filer 

Smaller reporting company  Emerging growth company 

Accelerated filer  Smaller reporting company  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. Simon Property Group, Inc.  Simon Property Group, L.P.  Indicate by check mark whether the Registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. Simon Property Group, Inc. Yes ☒ No  Simon Property Group, L.P. Yes  No  If securities are registered pursuant to Section 12(b) of the Act, indicated by check mark whether the financial statements of the registrant included in the filing reflect the corrections of an error to previously issued financial statements. Simon Property Group, Inc.  Simon Property Group, L.P.  Indicate by check mark whether any of those error corrections are restaetments that required a recovery analysis of incentive-based compensations received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). Simon Property Group, Inc.  Simon Property Group, L.P.  Indicate by check mark whether the Registrant is a shell company (as defined in rule 12-b of the Act). Simon Property Group, Inc. Yes  No  Simon Property Group, L.P. Yes  No  The aggregate market value of shares of common stock held by non-affiliates of Simon Property Group, Inc. was approximately $30,812 million based on the closing sale price on the New York Stock Exchange for such stock on June 30, 2022. Non-accelerated filer ☒ As of January 31, 2023, Simon Property Group, Inc. had 326,923,453 and 8,000 shares of common stock and Class B common stock outstanding, respectively. Simon Property Group, L.P. had no publicly-traded voting equity as of June 30, 2022. Simon Property Group, L.P. has no common stock outstanding. Documents Incorporated By Reference Portions of Simon Property Group, Inc.’s Proxy Statement in connection with its 2023 Annual Meeting of Stockholders are incorporated by reference in Part III.

EXPLANATORY NOTE This report combines the annual reports on Form 10-K for the annual period ended December 31, 2022 of Simon Property Group, Inc., a Delaware corporation, and Simon Property Group, L.P., a Delaware limited partnership. Unless stated otherwise or the context otherwise requires, references to “Simon” mean Simon Property Group, Inc. and references to the “Operating Partnership” mean Simon Property Group, L.P. References to “we,” “us” and “our” mean collectively Simon, the Operating Partnership and those entities/subsidiaries owned or controlled by Simon and/or the Operating Partnership. Simon is a real estate investment trust, or REIT, under the Internal Revenue Code of 1986, as amended, or the Internal Revenue Code. We are structured as an umbrella partnership REIT under which substantially all of our business is conducted through the Operating Partnership, Simon’s majority-owned partnership subsidiary, for which Simon is the general partner. As of December 31, 2022, Simon owned an approximate 87.4% ownership interest in the Operating Partnership, with the remaining 12.6% ownership interest owned by limited partners. As the sole general partner of the Operating Partnership, Simon has exclusive control of the Operating Partnership’s day-to-day management. We operate Simon and the Operating Partnership as one business. The management of Simon consists of the same members as the management of the Operating Partnership. As general partner with control of the Operating Partnership, Simon consolidates the Operating Partnership for financial reporting purposes, and Simon has no material assets or liabilities other than its investment in the Operating Partnership. Therefore, the assets and liabilities of Simon and the Operating Partnership are the same on their respective financial statements. We believe that combining the annual reports on Form 10-K of Simon and the Operating Partnership into this single report provides the following benefits:  enhances investors’ understanding of Simon and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;  eliminates duplicative disclosure and provides a more streamlined presentation since substantially all of the disclosure in this report applies to both Simon and the Operating Partnership; and  creates time and cost efficiencies through the preparation of one combined report instead of two separate reports. We believe it is important for investors to understand the few differences between Simon and the Operating Partnership in the context of how we operate as a consolidated company. The primary difference is that Simon itself does not conduct business, other than acting as the general partner of the Operating Partnership and issuing equity or equity-related instruments from time to time. In addition, Simon itself does not incur any indebtedness, as all debt is incurred by the Operating Partnership or entities/subsidiaries owned or controlled by the Operating Partnership. The Operating Partnership holds, directly or indirectly, substantially all of our assets, including our ownership interests in our joint ventures. The Operating Partnership conducts substantially all of our business and is structured as a partnership with no publicly traded equity. Except for the net proceeds from equity issuances by Simon, which are contributed to the capital of the Operating Partnership in exchange for, in the case of common stock issuances by Simon, common units of partnership interest in the Operating Partnership, or units, or, in the case of preferred stock issuances by Simon, preferred units of partnership interest in the Operating Partnership, or preferred units, the Operating Partnership, directly or indirectly, generates the capital required by our business through its operations, the incurrence of indebtedness, proceeds received from the disposition of certain properties and joint ventures and the issuance of units or preferred units to third parties. The presentation of stockholders’ equity, partners’ equity and noncontrolling interests are the main areas of difference between the consolidated financial statements of Simon and those of the Operating Partnership. The differences between stockholders’ equity and partners’ equity result from differences in the equity issued at the Simon and Operating Partnership levels. The units held by limited partners in the Operating Partnership are accounted for as partners’ equity in the Operating Partnership’s financial statements and as noncontrolling interests in Simon’s financial statements. The noncontrolling interests in the Operating Partnership’s financial statements include the interests of unaffiliated partners in various consolidated partnerships. The noncontrolling interests in Simon’s financial statements include the same noncontrolling interests at the Operating Partnership level and, as previously stated, the units held by limited partners of the Operating Partnership. Although classified differently, total equity of Simon and the Operating Partnership is the same. To help investors understand the differences between Simon and the Operating Partnership, this report provides:  separate consolidated financial statements for Simon and the Operating Partnership;

 a single set of notes to such consolidated financial statements that includes separate discussions of noncontrolling interests and stockholders’ equity or partners’ equity, accumulated other comprehensive income (loss) and per share and per unit data, as applicable;  a combined Management’s Discussion and Analysis of Financial Condition and Results of Operations section that also includes discrete information related to each entity; and  separate Part II, Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities sections related to each entity. This report also includes separate Part II, Item 9A. Controls and Procedures sections and separate Exhibits 31 and 32 certifications for each of Simon and the Operating Partnership in order to establish that the requisite certifications have been made and that Simon and the Operating Partnership are each compliant with Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934 and 18 U.S.C. §1350. The separate discussions of Simon and the Operating Partnership in this report should be read in conjunction with each other to understand our results on a consolidated basis and how management operates our business. In order to highlight the differences between Simon and the Operating Partnership, the separate sections in this report for Simon and the Operating Partnership specifically refer to Simon and the Operating Partnership. In the sections that combine disclosure of Simon and the Operating Partnership, this report refers to actions or holdings of Simon and the Operating Partnership as being “our” actions or holdings. Although the Operating Partnership is generally the entity that directly or indirectly enters into contracts and joint ventures, holds assets and incurs debt, we believe that references to “we,” “us” or “our” in this context is appropriate because the business is one enterprise and we operate substantially all of our business through the Operating Partnership.

Simon Property Group, Inc. Simon Property Group, L.P. Annual Report on Form 10-K

December 31, 2022 TABLE OF CONTENTS

Item No.

Page No.

Part I

1. Business ...................................................................... 1A. Risk Factors ................................................................... 1B. Unresolved Staff Comments ...................................................... 2. Properties ..................................................................... 3. Legal Proceedings .............................................................. 4. MineSafetyDisclosures.......................................................... 5. Market for the Registrant’s Common Equity, Related Stockholder Matters, and Issuer PurchasesofEquitySecurities................................................... 6. Reserved...................................................................... 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations .... 7A. Qualitative and Quantitative Disclosure About Market Risk. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8. Financial Statements and Supplementary Data ....................................... 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. . . . 9A. Controls and Procedures ......................................................... 9B. Other Information ............................................................... Part II 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. . . . . . . . . . . . . . . . . . . . . . 10. Directors, Executive Officers and Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11. Executive Compensation ......................................................... 12. Security Ownership of Certain Beneficial Owners and Management and Related StockholderMatters............................................................ 13. Certain Relationships and Related Transactions and Director Independence ............... 14. PrincipalAccountantFeesandServices............................................. Part III

11 26 27 56 56 57 58 59 78 79

135 135 137 137 137 137 137 137 137

Part IV

15. Exhibits,andFinancialStatementSchedules......................................... 16. Form 10-K Summary ............................................................

139 139

Signatures .............................................................................

146

Part I

Item 1. Business Simon Property Group, Inc. is a Delaware corporation that operates as a self-administered and self-managed real estate investment trust, or REIT, under the Internal Revenue Code of 1986, as amended, or the Internal Revenue Code. REITs will generally not be liable for U.S. federal corporate income taxes as long as they distribute not less than 100% of their REIT taxable income. Simon Property Group, L.P. is our majority-owned Delaware partnership subsidiary that owns all of our real estate properties and other assets. Unless stated otherwise or the context otherwise requires, references to "Simon" mean Simon Property Group, Inc. and references to the "Operating Partnership" mean Simon Property Group, L.P. References to "we," "us" and "our" mean collectively Simon, the Operating Partnership and those entities/subsidiaries owned or controlled by Simon and/or the Operating Partnership. According to the Operating Partnership's partnership agreement, the Operating Partnership is required to pay all expenses of Simon. We own, develop and manage premier shopping, dining, entertainment and mixed-use destinations, which consist primarily of malls, Premium Outlets ® , and The Mills ® . As of December 31, 2022, we owned or held an interest in 196 income-producing properties in the United States, which consisted of 94 malls, 69 Premium Outlets, 14 Mills, six lifestyle centers, and 13 other retail properties in 37 states and Puerto Rico. We also own an 80% noncontrolling interest in The Taubman Realty Group, LLC, or TRG, which has an interest in 24 regional, super-regional, and outlet malls in the U.S. and Asia. Internationally, as of December 31, 2022, we had ownership interests in 34 Premium Outlets and Designer Outlet properties primarily located in Asia, Europe and Canada. As of December 31, 2022, we also owned a 22.4% equity stake in Klépierre SA, or Klépierre, a publicly traded, Paris-based real estate company, which owns, or has an interest in, shopping centers located in 14 countries in Europe. For a description of our operational strategies and developments in our business during 2022, see Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this Form 10-K. Other Policies The following is a discussion of our investment policies, financing policies, conflict of interest policies and policies with respect to certain other activities. One or more of these policies may be amended or rescinded from time to time without a stockholder vote. Investment Policies While we emphasize equity real estate investments, we may also provide secured financing to or invest in equity or debt securities of other entities engaged in real estate activities or securities of other issuers consistent with Simon’s qualification as a REIT. However, any of these investments would be subject to the percentage ownership limitations and gross income tests necessary for REIT qualification. These REIT limitations mean that Simon cannot make an investment that would cause its real estate assets to be less than 75% of its total assets. Simon must also derive at least 75% of its gross income directly or indirectly from investments relating to real property or mortgages on real property, including “rents from real property,” dividends from other REITs and, in certain circumstances, interest from certain types of temporary investments. In addition, Simon must also derive at least 95% of its gross income from such real property investments, and from dividends, interest and gains from the sale or dispositions of stock or securities or from other combinations of the foregoing. Subject to Simon’s REIT limitations, we may invest in the securities of other issuers in connection with acquisitions of indirect interests in real estate. Such an investment would normally be in the form of general or limited partnership or membership interests in special purpose partnerships and limited liability companies that own one or more properties. We may, in the future, acquire all or substantially all of the securities or assets of other REITs, management companies or similar entities where such investments would be consistent with our investment policies. Additionally we have and may in the future make investments in entities engaged in non-real estate activities, primarily through a taxable REIT subsidiary, similar to the investments we currently hold in certain retail operations. Financing Policies Because Simon’s REIT qualification requires us to distribute at least 90% of its REIT taxable income, we regularly access the debt markets to raise the funds necessary to finance acquisitions, develop and redevelop properties, and refinance maturing debt. We must comply with the covenants contained in our financing agreements that limit our ratio of debt to total assets or market value, as defined. For example, the Operating Partnership’s lines of credit and the indentures

for the Operating Partnership’s debt securities contain covenants that restrict the total amount of debt of the Operating Partnership to 65%, or 60% in relation to certain debt, of total assets, as defined under the related agreements, and secured debt to 50% of total assets. In addition, these agreements contain other covenants requiring compliance with financial ratios. Furthermore, the amount of debt that we may incur is limited as a practical matter by our desire to maintain acceptable ratings for the debt securities of the Operating Partnership. We strive to maintain investment grade ratings at all times for various business reasons, including their effect on our ability to access attractive capital, but we cannot assure you that we will be able to do so in the future. If Simon’s Board of Directors determines to seek additional capital, we may raise such capital by offering equity or incurring debt, creating joint ventures with existing ownership interests in properties, entering into joint venture arrangements for new development projects, retaining cash flows or a combination of these methods. If Simon’s Board of Directors determines to raise equity capital, it may, without stockholder approval, issue additional shares of common stock or other capital stock. Simon’s Board of Directors may issue a number of shares up to the amount of our authorized capital or may issue units in any manner and on such terms and for such consideration as it deems appropriate. We may also raise additional capital by issuing common units of partnership interest in the Operating Partnership, or units. Such securities also may include additional classes of Simon’s preferred stock or preferred units of partnership interest in the Operating Partnership, or preferred units, which may be convertible into common stock or units, as the case may be. Existing stockholders and unitholders have no preemptive right to purchase shares or units in any subsequent issuances of securities by us. Any issuance of equity could dilute a stockholder’s investment in Simon or a limited partner’s investment in the Operating Partnership. We expect most future borrowings will be made through the Operating Partnership or its subsidiaries. We might, however, incur borrowings through other entities that would be reloaned to the Operating Partnership. Borrowings may be in the form of bank borrowings, publicly and privately placed debt instruments, or purchase money obligations to the sellers of properties. Any such indebtedness may be secured or unsecured. Any such indebtedness may also have full or limited recourse to the borrower or be cross-collateralized with other debt, or may be fully or partially guaranteed by the Operating Partnership. We issue unsecured debt securities through the Operating Partnership, but we may issue other debt securities which may be convertible into common or preferred stock or be accompanied by warrants to purchase common or preferred stock. We also may sell or securitize our lease receivables. Although we may borrow to fund the payment of dividends, we currently have no expectation that we will regularly do so. The Operating Partnership has a $4.0 billion unsecured revolving credit facility, or the Credit Facility and a $3.5 billion supplemental unsecured revolving credit facility, or Supplemental Facility, or together, the Credit Facilities. The Credit Facility can be increased in the form of additional commitments in an aggregate amount not to exceed $1.0 billion, for a total aggregate size of $5.0 billion, subject to obtaining additional lender commitments and satisfying certain customary conditions precedent. The initial maturity date of the Credit Facility is June 30, 2024. The Credit Facility can be extended for two additional six-month periods to June 30, 2025, at our sole option, subject to satisfying certain customary conditions precedent. Borrowings under the Credit Facility bear interest, at our election, at either (i) (x) for Term Benchmark Loans, the Adjusted Term SOFR Rate, the applicable Local Rate, the Adjusted EURIBOR Rate, or the Adjusted TIBOR Rate, (y) for RFR Loans, if denominated in Sterling, SONIA plus a benchmark adjustment and if denominated in Dollars, Daily Simple SOFR plus a benchmark adjustment, or (z) for Daily SOFR Loans, the Adjusted Floating Overnight Daily SOFR Rate, in each case of clauses (x) through (z) above, plus a margin determined by our corporate credit rating of between 0.650% and 1.400% or (ii) for loans denominated in U.S. Dollars only, the base rate (which rate is equal to the greatest of the prime rate, the federal funds effective rate plus 0.500% or Adjusted Term SOFR Rate for one month plus 1.000%) (the “Base Rate”), plus a margin determined by our corporate credit rating of between 0.000% and 0.400%. The Credit Facility includes a facility fee determined by our corporate credit rating of between 0.100% and 0.300% on the aggregate revolving commitments under the Credit Facility. Based upon our current credit ratings, the interest rate on the Credit Facility is SOFR plus 72.5 basis points, plus a spread adjustment to account for the transition from LIBOR to SOFR. The Supplemental Facility’s initial borrowing capacity of $3.5 billion may be increased to $4.5 billion during its term. The initial maturity date of the Supplemental Facility is January 31, 2026 and can be extended for an additional year to January 31, 2027 at our sole option, subject to our continued compliance with the terms thereof. Borrowings under the Supplemental Facility bear interest, at our election, at either (i) (x) for Term Benchmark Loans, the Adjusted Term SOFR Rate, the applicable Local Rate, the Adjusted EURIBOR Rate, or the Adjusted TIBOR Rate, (y) for RFR Loans, if denominated in Sterling, SONIA plus a benchmark adjustment and if denominated in Dollars, Daily Simple SOFR plus a benchmark adjustment, or (z) for Daily SOFR Loans, the Adjusted Floating Overnight Daily SOFR Rate, in each case of clauses (x) through (z) above, plus a margin determined by our corporate credit rating of between

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