Carter Andrus - Feb 21, 2024 Form 4 Insider Report for Prologis, Inc. (PLD)

Role: Chief Operating Officer
Signature: /s/ Tammy Colvocoresses Attorney-In-Fact for Carter Andrus
Stock symbol: PLD
Transactions as of: Feb 21, 2024
Transactions value $: $20
Form type: 4
Date filed: 3/6/2024, 07:00 PM
Previous filing: Jan 18, 2024
Next filing: Sep 17, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	PLD	LTIP Units	Award	$19.60	+1.96K	+1.49%	$0.01^*	134K	Feb 21, 2024	Common Stock	1.96K		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents LTIP Units of Prologis, L.P. (the "LTIP Units") which vest 25% on each of 2/21/2025, 2/21/2026, 2/21/2027 and 2/21/2028 subject to continued employment. The LTIP Units were issued to the reporting person pursuant to the Prologis, Inc. 2020 Long-Term Incentive Plan (the "2020 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.

Content

Represents LTIP Units of Prologis, L.P. (the "LTIP Units") which vest 25% on each of 2/21/2025, 2/21/2026, 2/21/2027 and 2/21/2028 subject to continued employment. The LTIP Units were issued to the reporting person pursuant to the Prologis, Inc. 2020 Long-Term Incentive Plan (the "2020 LTIP").

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.