Glyn F. Aeppel
About Glyn F. Aeppel
Independent director of Simon Property Group since 2016 (approx. 9 years’ tenure). Age 66. President & CEO of Glencove Capital; 30+ years in hospitality and real estate acquisitions, development, and financing. Education: B.A., Principia College; M.B.A., Harvard Business School . She is independent under NYSE standards and serves as Chair of SPG’s Governance & Nominating Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Glencove Capital | President & CEO | Founded 2010 – Present | Lifestyle hospitality investment and advisory firm |
| Andre Balazs Properties | Chief Investment Officer | Oct 2008 – May 2010 | Led investment strategy across hospitality assets |
| Loews Hotels | EVP, Acquisitions & Development; Executive Committee member | Apr 2006 – Oct 2008 | Led acquisitions/development; executive governance role |
| Aeppel & Associates | Principal | Apr 2004 – Apr 2006 | Advisory/principal roles in hospitality deals |
| Le Meridien; Interstate Hotels & Resorts; FFC Hospitality; Holiday Inn Worldwide; Marriott | Executive positions | Prior to Apr 2004 | Senior operating and development roles in hotel sector |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| AvalonBay Communities, Inc. | Director | Public | Current public company directorship |
| Maui Land & Pineapple Company, Inc. | Director | Public | Current public company directorship |
| Exclusive Resorts, LLC | Director | Private | Current board service |
| Gilbane Inc. | Director | Private | Current board service |
| Concord Hospitality Enterprises | Director | Private | Current board service |
| Key Hospitality Acquisition Corp.; Loews Hotels Corp.; Sunrise Senior Living, Inc. | Director (former) | Public/Private (historical) | Prior public company and corporate board experience |
Board Governance
- Committee assignments: Chair, Governance & Nominating (G&N) Committee; not listed as a member of Audit or Compensation & Human Capital Committees in 2024 .
- Attendance and engagement: 2024 Board met 7 times; G&N met 5 times. Aeppel attended all 7 Board meetings and all 5 G&N meetings in 2024 (100% of those she served). All directors attended the 2024 Annual Meeting; each director met at least 75% attendance across assigned meetings .
- Independence: SPG states 100% of directors elected by common shareholders are independent; 10 of 13 nominees are independent; all Audit, G&N, and Compensation committee members are independent .
- G&N remit under her chairship includes director nominations/qualifications, board/committee evaluations, oversight of stock ownership guideline compliance for directors, and sustainability oversight with management .
- Executive sessions: Independent directors met in executive session 5 times in 2024 without management .
- Related-party oversight: Transactions involving the Simon Family Group require prior approval by a majority of independent directors; no related party transactions involving any independent directors disclosed .
Fixed Compensation
Policy structure for independent directors (2024):
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $110,000 | Paid quarterly |
| Annual restricted stock | $175,000 | Vests on first anniversary |
| Lead Independent Director retainer | $50,000 | 50% cash / 50% unvested RS |
| Committee Chair retainers | Audit: $35,000; Comp: $35,000; G&N: $25,000 | 50% cash / 50% unvested RS |
| Committee membership retainers | Audit: $15,000; Comp: $15,000; G&N: $10,000 | Cash/equity split as above |
| Equity cap | $750,000 | Max annual grant date FMV under 2019 Plan |
Actual 2024 compensation for Glyn F. Aeppel:
| Year | Fees Earned/Paid in Cash | Stock Awards (ASC 718) | Total |
|---|---|---|---|
| 2024 | $122,500 | $194,110 | $316,610 |
Notes:
- Restricted stock for directors must be held in the director deferred compensation account; dividends on restricted shares must be reinvested into additional SPG shares and retained in that account .
Performance Compensation
| Element | Design | Metrics | Vesting |
|---|---|---|---|
| Director equity (restricted stock) | Time-based restricted stock | No performance conditions disclosed for directors | Vests on first anniversary; shares (and reinvested dividends) held in director deferred comp account until director departs board, dies, or becomes disabled |
Other Directorships & Interlocks
| Company | Sector | Potential Interlock Considerations |
|---|---|---|
| AvalonBay Communities, Inc. | Residential REIT | Separate asset class from SPG’s retail/mixed-use; no SPG-related party transaction disclosed |
| Maui Land & Pineapple Company, Inc. | Hawaii real estate | No SPG-related party transaction disclosed |
SPG governance principles require a board determination if any director serves on more than four public company boards; SPG discloses only one independent director serves on more than one other public company board, and the board monitors external commitments .
Expertise & Qualifications
- Domain expertise: Real estate development/management; capital markets; financial/accounting literacy; executive leadership; risk management; marketing/brand/consumer focus; international business; corporate governance (per Board skills matrix) .
- Career credentials: Senior CIO/EVP roles across leading hospitality platforms (Andre Balazs, Loews), founder/operator investing background (Glencove), and extensive acquisitions/development/financing experience .
Equity Ownership
| Metric | Value/Policy | Notes |
|---|---|---|
| Total beneficial ownership (shares/units) | 17,422 shares/units; <1% of outstanding | As of Mar 17, 2025; “*” indicates <1% |
| Restricted shares subject to vesting (dir.-level, as-of date noted) | 1,312 (as of Mar 17, 2025) | Director-level count in ownership table footnote |
| Restricted shares held (dir.-level, as of Dec 31, 2024) | 12,859 | Separate disclosure of restricted shares held; excludes reinvested dividends required to be retained |
| Director stock ownership guideline | $850,000 of SPG common stock (or OP units) within 6 years | Options and unvested RS do not count; must hold vested RS and reinvested dividends in deferred comp account |
| Compliance status | All independent directors have met or are expected to meet guidelines as of Mar 17, 2025 | Company-wide statement |
| Hedging/pledging | Prohibited for directors | Insider trading policy prohibits hedging and pledging |
Governance Assessment
- Committee leadership and oversight: As G&N Chair, Aeppel oversees director nominations, board evaluations, independence assessments, director ownership guideline compliance, and sustainability oversight—central levers of board effectiveness and refreshment . This role, combined with strong attendance (100% for 2024 Board and G&N meetings), supports robust governance process execution .
- Independence and conflicts: SPG reports no related-party transactions involving independent directors; transactions involving the Simon Family Group require prior approval of a majority of independent directors, strengthening conflict controls. Hedging and pledging are prohibited, reducing alignment risk .
- Ownership alignment: Director ownership guideline ($850k) with required holding of vested shares and reinvested dividends until board exit promotes long-horizon alignment; the company states all independent directors are compliant or on track as of March 17, 2025 .
- Shareholder engagement and say-on-pay: The board (including independent members) conducted direct outreach; after redesigning the OPI incentive framework, 2024 Say‑on‑Pay support reached 94%, signaling improved investor confidence in compensation governance .
- RED FLAGS: None disclosed specific to Aeppel—no attendance shortfalls; no independent director related-party transactions; director equity is time-based (no option repricings); and trading restrictions/ownership policies are stringent .