Prologis, Inc. — Director's Dealing 2013

Feb 7, 2013

SEC Form 4/A — Form 4/A

Issuer: Prologis, Inc. (PLD)
CIK: 0001045609
Period of Report: 2013-01-30

Reporting Person: Palazzolo Lori A (SVP Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-01-30	Common Stock	M	1115	$0.00	Acquired	12209	Direct
2013-01-30	Common Stock	M	39	$0.00	Acquired	12248	Direct
2013-01-30	Common Stock	F	358	$40.05	Disposed	11890	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-01-30	Restricted Share Units	$0.00	M	1115	Disposed		Common Stock (1115)	Direct
2013-01-30	Dividend Equivalent Units	$0.00	M	39	Disposed		Common Stock (39)	Direct

Footnotes

F1: Conversion of 50% of RSUs following vest on January 30, 2013. The RSUs convert into Prologis common stock upon vesting on a 1-for-1 basis, and have no exercise price or expiration date. The remaining RSUs vest on January 28, 2014.

F2: Represents the conversion of vested Dividend Equivalent Units (DEUs) earned on RSUs. DEUs were accrued on outstanding RSUs at the Prologis common stock distribution rate at the time distributions on common stock occured between December 18, 2007 and December 31, 2009, and vest with the underlying RSU. They are paid in the form of Prologis common stock at the rate of one common share per DEU. Balance in column 9 of Table II includes RSUs and DEUs.

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 referenced in Table II.