Edward S. Nekritz - Dec 29, 2021 Form 4 Insider Report for Prologis, Inc. (PLD)

Role: Chief Legal Off./Gen. Counsel
Signature: /s/ Tammy Colvocoresses, attorney in fact for Edward S. Nekritz
Stock symbol: PLD
Transactions as of: Dec 29, 2021
Transactions value $: $57
Form type: 4
Date filed: 1/3/2022, 04:24 PM
Previous filing: Dec 27, 2021
Next filing: Feb 15, 2022

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	$48.70	+4.87K	+0.54%	$0.01^*	909K	Dec 29, 2021	Common Stock	4.87K	$0.00	Direct	F1, F2
transaction	PLD	LTIP Units	Award	$8.19	+819	+0.09%	$0.01^*	909K	Dec 29, 2021	Common Stock	819	$0.00	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 12/29/2022, 12/29/2023, 12/29/2024 and 12/29/2025, 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 12/29/2022, 12/29/2023, 12/29/2024 and 12/29/2025, 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.