Prologis, Inc. — Director's Dealing 2012

May 14, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Prologis, Inc. (PLD)
CIK: 0001045609
Period of Report: 2012-05-11

Reporting Person: SULLIVAN WILLIAM E (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-11	Common Stock	M	123784	$0.00	Acquired	165862	Direct
2012-05-11	Common Stock	M	4902	$0.00	Acquired	170764	Direct
2012-05-11	Common Stock	F	54704	$34.63	Disposed	116060	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-11	Restricted Share Units	$0.00	M	123784	Acquired		Common Stock (123784)	Direct
2012-05-11	Dividend Equivalent Units	$0.00	M	4902	Acquired		Common Stock (4902)	Direct

Footnotes

F1: Conversion of 100% of unvested Restricted Share Units (RSUs) following vest on May 11, 2012 as terms of retirement of reporting person. The RSUs convert into Prologis common stock upon vesting on a 1-for-1 basis, and have no exercise price or expiration date.

F2: Conversion of 100% of unvested Dividend Equivalent Units (DEUs) accrued on RSUs which were vested on May 11, 2012 as terms of retirement of reporting person. DEUs convert into Prologis common stock upon vesting on a 1-for-1 basis of such earned RSUs and have no exercise price or expiration date.

F3: Shares withheld for payment of the tax liability associated with the receipt of common stock acquired upon the vesting of the RSUs and DEUs.