Prologis, Inc. — Director's Dealing 2010

Dec 3, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMB PROPERTY CORP (AMB)
CIK: 0001045609
Period of Report: 2010-12-02

Reporting Person: MOGHADAM HAMID R (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-02	Common Stock	M	106417	$24.60	Acquired	3283141	Direct
2010-12-02	Common Stock	F	85859	$30.49	Disposed	3197282	Direct
2010-12-02	Common Stock	D	20558	—	Disposed	3176724	Direct
2010-12-02	Stock Units	A	20558	—	Acquired	3197282	Indirect
2010-12-02	Common Stock	M	53208	$24.60	Acquired	3250490	Direct
2010-12-02	Common Stock	F	42929	$30.49	Disposed	3207561	Direct
2010-12-02	Common Stock	D	10279	—	Disposed	3197282	Direct
2010-12-02	Stock Units	A	10279	—	Acquired	3207561	Indirect
2010-12-02	Common Stock	M	262500	$24.60	Acquired	3470061	Direct
2010-12-02	Common Stock	F	211790	$30.49	Disposed	3258271	Direct
2010-12-02	Common Stock	D	50710	—	Disposed	3207561	Direct
2010-12-02	Stock Units	A	50710	—	Acquired	3258271	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-02	Non-Qualified Stock Option (right to buy)	$24.60	M	106417	Disposed	2011-02-27	Common Stock (106417)	Direct
2010-12-02	Non-Qualified Stock Option (right to buy)	$24.60	M	53208	Disposed	2011-02-27	Common Stock (53208)	Direct
2010-12-02	Non-Qualified Stock Option (right to buy)	$24.60	M	262500	Disposed	2011-02-27	Common Stock (262500)	Direct

Footnotes

F1: All transactions covered by this Form 4 were conducted pursuant to and in accordance with a 10b5-1 plan dated November 1, 2010. Reporting person elected to defer the gains from the stock option exercise reported on this Form 4 into the Amended and Restated AMB Nonqualified Deferred Compensation Plan (the "Plan"). In connection with this election, reporting person exercised the option via a stock-for-stock exercise. The deferral of the resulting gains was credited to the reporting person's deferred compensation account in the form of an equivalent number of stock units, each of which represents the reporting person's right to receive a share of AMB common stock upon distribution of his account. Distribution will occur upon retirement, death, other termination of employment or disability, upon AMB's change of control or on such other date as the reporting person elects.

F2: These shares were exchanged with AMB in a stock-for-stock swap transaction to pay for the aggregate exercise price of the options ($ 2,617,858.20) pursuant to the Plan.

F3: Solely a change in the form of ownership.

F4: Not applicable.

F5: The stock units are held indirectly through a rabbi trust pursuant to the Plan.

F6: These shares were exchanged with AMB in a stock-for-stock swap transaction to pay for the aggregate exercise price of the options ($1,308,916.80) pursuant to the Plan.

F7: These shares were exchanged with AMB in a stock-for-stock swap transaction to pay for the aggregate exercise price of the options ($6,457,500) pursuant to the Plan.

F8: Of the 3,258,271 securities beneficially owned, 239,188 shares are directly owned (D), 1,522,108 securities are indirectly held (I) through a Trust FBO reporting person with reporting person and spouse as sole trustees, 131,776 securities are indirectly held (I) through the HRM Trust 1997, U/A/D June 17, 1997 and 1,365,199 securities are indirectly held (I) through a rabbi trust pursuant to the Amended and Restated AMB Nonqualifed and Deferred Compensation Plan.

F9: The shares subject to the option vested fully on the date of grant, February 27, 2001.

F10: One-third of the shares subject to the option vest and become exercisable annually on January 1. The shares vested fully on January 1, 2004.