8-KMaterial Agreements

SIMON PROPERTY GROUP INC. 8-K Report, Material Agreement (Aug 7, 2006)

Filed August 7, 2006For Securities:SPGSPG-PJ

Summary

Simon Property Group, Inc. (SPG) filed an 8-K on August 7, 2006, to report on the establishment of its 2006 performance-based restricted stock program. This program is designed to incentivize approximately 212 key employees, including named executive officers, by linking a portion of their compensation to the achievement of specific company-wide and individual performance goals for the fiscal year ending December 31, 2006. The total value of restricted shares available under the program is $28.9 million. These performance metrics include growth in funds from operations (FFO) per share (both target and stretch goals) and total shareholder return relative to the Morgan Stanley REIT Index and the S&P 500 Index. The weighting of these factors ranges from 15% to 35%, indicating a balanced approach to evaluating executive performance across operational efficiency and market competitiveness. Shares awarded will vest over four years, contingent upon continued employment, with provisions for retired, eligible, or deceased employees.

Key Highlights

  • 1Simon Property Group has established a 2006 performance-based restricted stock program for approximately 212 key employees.
  • 2The program aims to incentivize employees by linking compensation to company performance.
  • 3A total of $28.9 million in restricted stock value is available for this program.
  • 4Performance metrics include Funds From Operations (FFO) per share growth (target and stretch goals).
  • 5Total shareholder return relative to the Morgan Stanley REIT Index and S&P 500 Index are also key performance indicators.
  • 6Awards, if earned, will vest over a four-year period, subject to continuous employment.
  • 7Named executive officers including David Simon and Stephen E. Sterrett are eligible participants.

Frequently Asked Questions

The primary purpose of this 8-K filing is to announce the establishment of Simon Property Group's 2006 performance-based restricted stock program, detailing its structure, eligibility, performance metrics, and award vesting terms.

Executive compensation is tied to performance through a restricted stock program. Employees can earn restricted shares based on achieving specific individual goals and four company-wide performance metrics: FFO per share growth (target and stretch), and total shareholder return compared to the Morgan Stanley REIT Index and the S&P 500 Index.

The key performance indicators are: (1) target FFO per share growth, (2) stretch FFO per share growth, (3) total shareholder return relative to the Morgan Stanley REIT Index, and (4) total shareholder return relative to the S&P 500 Index. Each KPI has a weighting between 15% and 35%.

Awarded restricted shares will vest over a four-year period, provided the employee remains continuously employed by the company.