Prologis, Inc. — Director's Dealing 2016

Mar 2, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Prologis, Inc. (PLD)
CIK: 0001045609
Period of Report: 2016-03-01

Reporting Person: Olinger Thomas S (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-03-01	Common Stock	J	8350	$0.00	Disposed	29170	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-03-01	LTIP Units	$0.00	A	9163	Acquired		Common Stock (9163)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	58022	Direct

Footnotes

F1: Represents an in-service distribution of previously deferred shares of common stock held under the nonqualified deferred compensation (NQDC) plan. Reporting person elected to receive in-service distribution, including cash portion, in the form of LTIP Units.

F2: Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, each vested LTIP Unit may be converted, at the election of the holder, into a common unit of limited partnership interest in Prologis, L.P. (a "Common Unit"). Each Common Unit acquired upon conversion of a vested LTIP Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of a share of Common Stock of the Company (the "Common Stock"), except that the Company may, at its election, acquire each Common Unit so presented for one share of Common Stock. The rights to convert vested LTIP Units into Common Units and redeem Common Units have no expiration dates.