Prologis, Inc. — Director's Dealing 2013

May 22, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Prologis, Inc. (PLD)
CIK: 0001045609
Period of Report: 2013-05-20

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-20	Common Stock	M	120131	$0.00	Acquired	155732	Direct
2013-05-20	Common Stock	F	95876	$44.18	Disposed	59856	Direct
2013-05-20	Common Stock	D	24255	$0.00	Disposed	35601	Direct
2013-05-20	Units	A	24255	$0.00	Acquired	343213	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-20	Non-Qualified Stock Option	$35.26	M	120131	Disposed	2014-01-27	Common Stock (120131)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Units	803945	Indirect
Common Stock	2255395	Indirect
Common Stock	131776	Indirect

Footnotes

F1: The option exercises covered by this Form 4 were conducted pursuant to and in accordance with a 10b5-1 plan dated May 4, 2012.

F2: Reporting person elected to defer the gains from this stock option exercise reported on this Form 4 into our nonqualified deferred compensation plans. In connection with this election, reporting person exercised the option via a stock-for-stock swap transaction. The deferral of the resulting gains was credited to the reporting person's account in the form of an equivalent number of units, each of which represents the reporting person's right to receive a share of Prologis common stock upon distribution of his account.

F3: 95,876 shares owned by the reporting person were exchanged with Prologis in a stock-for-stock swap transaction to pay for the aggregate exercise price of the options ($4,235,819.06) pursuant to the 10b5-1 plan.

F4: Solely a change in the form of ownership.

F5: Not applicable.

F6: Held indirectly through a rabbi trust pursuant to our nonqualified deferred compensation plans.

F7: Held indirectly through a rabbi trust pursuant to the AMB Property Corporation 2011 Notional Account Deferred Compensation Plan.

F8: Held indirectly in a trust FBO the reporting person with the reporting person and his spouse as sole trustees.

F9: Held indirectly in a trust with the reporting person as trustee.

F10: Options issued under the 2002 Stock Option and Incentive Plan which became fully vested on Jan. 27, 2004. There are no options remaining exercisable under this award.