Prologis, Inc. — Director's Dealing 2018

Mar 9, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Prologis, Inc. (PLD)
CIK: 0001045609
Period of Report: 2018-03-07

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

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-03-07	LTIP Units	$0.00	A	205155	Acquired		Common Stock (205155)	Direct
2018-03-07	LTIP Units	$0.00	A	42740	Acquired		Common Stock (42740)	Direct

Footnotes

F1: Represents LTIP Units of Prologis, L.P. (the "LTIP Units") which vest 25% on each of 3/7/2019, 3/7/2020, 3/7/2021 and 3/7/2022, subject to continued employment. The LTIP Units were issued to the reporting person pursuant to the Prologis, Inc. 2012 Long-Term Incentive Plan (the "2012 LTIP").

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.

F3: Represents LTIP Units which vest 40% on each of 3/7/2019 and 3/7/2020 and 20% on 3/7/2021, subject to continued employment. The LTIP Units were issued to the reporting person pursuant to the 2012 LTIP.