Prologis, Inc. — Director's Dealing 2016

Feb 19, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Prologis, Inc. (PLD)
CIK: 0001045609
Period of Report: 2016-02-17

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-02-17	Common Stock	M	9961	$0.00	Acquired	760903	Indirect
2016-02-17	Common Stock	M	64312	$0.00	Acquired	825215	Indirect
2016-02-17	Common Stock	M	20206	$0.00	Acquired	845421	Indirect
2016-02-17	Common Stock	M	63446	$0.00	Acquired	908867	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-02-17	Restricted Stock Units	$0.00	M	9961	Disposed		Common Stock (9961)	Direct
2016-02-17	Restricted Stock Units	$0.00	M	64312	Disposed		Common Stock (64312)	Direct
2016-02-17	Restricted Stock Units	$0.00	M	20206	Disposed		Common Stock (20206)	Direct
2016-02-17	Restricted Stock Units	$0.00	M	63446	Disposed		Common Stock (63446)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	803945	Indirect
Common Stock	2159089	Indirect
Common Stock	131775	Indirect

Footnotes

F1: Conversion of 20% of the original RSU grant following vest on February 5, 2016. The RSU grant converts into Prologis common stock upon vesting on a 1-for-1 basis, and has no exercise price or expiration date. Such shares were deferred under our NQDC plan upon conversion on February 17, 2016.

F2: Held indirectly through a rabbi trust pursuant to our NQDC plans.

F3: Conversion of 33% of the original RSU grant following vest on February 5, 2016. The RSU grant converts into Prologis common stock upon vesting on a 1-for-1 basis, and has no exercise price or expiration date. Such shares were deferred under our NQDC plan upon conversion on February 17, 2016.

F4: Conversion of 40% of the original RSU grant following vest on February 13, 2016. The RSU grant converts into Prologis common stock upon vesting on a 1-for-1 basis, and has no exercise price or expiration date. Such shares were deferred under our NQDC plan upon conversion on February 17, 2016. The remaining 20% of the original RSU grant will vest on February 13, 2017.

F5: Conversion of 33% of the original RSU grant following vest on February 13, 2016. The RSU grant converts into Prologis common stock upon vesting on a 1-for-1 basis, and has no exercise price or expiration date. Such shares were deferred under our NQDC plan upon conversion on February 17, 2016. The remaining 33% of the original RSU grant will vest on February 13, 2017.

F6: Held indirectly through a rabbi trust pursuant to the AMB Property Corporation 2011 Notional Account Deferred Compensation Plan.

F7: Held indirectly in a trust FBO the reporting person with the reporting person and his spouse as sole trustees.

F8: Held indirectly in a trust with the reporting person as trustee.