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Prologis, Inc. Director's Dealing 2013

Feb 5, 2013

29861_dirs_2013-02-05_6e5c73e8-c153-4f5e-86fa-3c11ed248424.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Prologis, Inc. (PLD)
CIK: 0001045609
Period of Report: 2013-02-01

Reporting Person: REILLY EUGENE F (CEO, The Americas)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-02-01 Common Stock M 20898 $0.00 Acquired 195433 Direct
2013-02-01 Common Stock F 22649 $40.48 Disposed 172784 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-02-01 Restricted Stock Units $0.00 M 20898 Disposed Common Stock (20898) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 20000 Indirect

Footnotes

F1: Conversion of 34% of Restricted Stock Units (RSUs) following vest on February 1, 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 66% will vest ratably on February 1, 2014 and February 1, 2015.

F2: Mr. Reilly transferred shares from direct to indirect ownership into a grantor retained annuity trust (GRAT) on December 26, 2012. He is the trustee and the sole recipient of the annuity.

F3: Shares withheld upon vesting and release of restricted stock (RSAs) and RSUs to cover taxes owing.