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Prologis director Bita acquires 231 deferred fee units

The units represent deferred director compensation and are payable in Prologis common stock at one common share per unit.

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Form Type
4

Rhea-AI Filing Summary

Prologis, Inc. director Cristina Gabriela Bita reported three acquisitions on September 30, 2026: 68.6173 dividend equivalent units associated with deferred stock units, 42.9551 dividend equivalent units on deferred director fees, and 231 phantom shares from deferred director fees. The reported balances after these entries were 8,395.0345 DSUs and DEUs, 5,255.3863 phantom shares and DEUs, and 5,486.3863 phantom shares and DEUs, respectively. The units are payable in Prologis common stock at one share per unit. The first category and its underlying DSUs vest 100% on the earlier of the first grant anniversary or the first annual stockholder meeting after the grant; the other phantom shares and DEUs vest upon issuance.

Insider BITA CRISTINA GABRIELA
Role Director
Type Security Shares Price Value
Grant/Award Dividend Equivalent Units - NQDC F1 68.6173 $0.00 $0.00
Grant/Award Dividend Equivalent Units (Phantom) - NQDC F2 42.9551 $0.00 $0.00
Grant/Award Phantom Shares - NQDC F3 231 $0.00 $0.00
Holdings After Transaction: Dividend Equivalent Units - NQDC — 8,395.0345 contracts (Direct); Dividend Equivalent Units (Phantom) - NQDC — 5,255.3863 contracts (Direct); Phantom Shares - NQDC — 5,486.3863 contracts (Direct)
Footnotes (3)
  1. F1. Represents Dividend Equivalent Units (DEUs) earned on Deferred Stock Units (DSUs) associated with current service on our board that are deferred under the Prologis, Inc. Nonqualified Deferred Compensation Plan (the NQDC Plan). DEUs accrue on outstanding DSUs at the Prologis common stock dividend rate at the time dividends are paid on Prologis common stock. DEUs and the underlying DSUs vest 100% on the earlier of the first anniversary of the grant date or the first annual meeting of the stockholders of Prologis after the grant date (generally in May each year). The receipt of such DEUs is deferred along with the underlying DSUs. DSUs and DEUs are paid in the form of Prologis common stock at the rate of one common share per DSU or DEU. Balance in column 9 includes DSUs and DEUs.
  2. F2. Represents DEUs earned on director fees that the reporting person has elected to defer into phantom shares under the NQDC Plan. These phantom shares are vested upon issuance and accrue DEUs at the Prologis common stock dividend rate at the time dividends are paid on Prologis common stock. Phantom shares and DEUs are paid in the form of Prologis common stock at the rate of one common share per phantom share or DEU in accordance with the deferral election made by the reporting person, or upon termination of service. Balance in column 9 includes phantom shares and DEUs.
  3. F3. Represents director fees that the reporting person has elected to defer into phantom shares under the NQDC Plan. These phantom shares are vested upon issuance and accrue DEUs at the Prologis common stock dividend rate at the time dividends are paid on Prologis common stock. Phantom shares and DEUs are paid in the form of Prologis common stock at the rate of one common share per phantom share or DEU in accordance with the deferral election made by the reporting person, or upon termination of service. Balance in column 9 includes phantom shares and DEUs.
Dividend equivalent units acquired 68.6173 units September 30, 2026; associated with deferred stock units
Dividend equivalent units acquired 42.9551 units September 30, 2026; on director fees deferred into phantom shares
Phantom shares acquired 231 shares September 30, 2026; from deferred director fees
Balance including DSUs and DEUs 8,395.0345 units After the September 30, 2026 entry associated with deferred stock units
Balance including phantom shares and DEUs 5,255.3863 units After the September 30, 2026 entry for DEUs on deferred director fees
Balance including phantom shares and DEUs 5,486.3863 units After the September 30, 2026 entry for phantom shares
Nonqualified Deferred Compensation Plan financial
"under our Nonqualified Deferred Compensation Plan"
A nonqualified deferred compensation plan is an arrangement where an employer lets select employees postpone receiving part of their pay or bonuses until a future date, often at retirement, so taxes are paid later. It matters to investors because these payouts are typically unsecured promises by the company—like an internal IOU—so they create future cash obligations and expose the company to extra liability risk if the business falters, and they also reveal how executives are being paid and motivated.
Dividend Equivalent Units (DEUs) financial
"Represents Dividend Equivalent Units (DEUs)"
Deferred Stock Units (DSUs) financial
"Deferred Stock Units (DSUs)"
Deferred stock units (DSUs) are a form of long-term pay that promises an employee or director future company shares or cash equal to the share value at a later date, usually after leaving the company or at a set vesting time. Think of them as a delayed paycheck tied to the stock: they align recipients’ interests with long-term share performance and matter to investors because they create potential future dilution and signal how management is rewarded and incentivized.
phantom shares financial
"elected to defer into phantom shares"
Phantom shares are a form of employee or executive compensation that mimics the economic value of owning company stock without actually issuing real shares; holders receive cash or equivalent payments tied to the company’s share price or dividends. Think of it like a receipt that pays out if the stock rises — it aligns managers’ interests with shareholders but does not dilute ownership, while creating a future cash obligation that investors should watch as it can affect company cash flow and valuation.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many units did PLD director Cristina Gabriela Bita acquire?

On September 30, 2026, she acquired 68.6173 dividend equivalent units associated with deferred stock units, 42.9551 dividend equivalent units on director fees deferred into phantom shares, and 231 phantom shares from deferred director fees.

How do PLD director Cristina Gabriela Bita's deferred units vest and pay out?

The dividend equivalent units associated with deferred stock units and the underlying DSUs vest 100% on the earlier of the first anniversary of the grant date or the first annual meeting of Prologis stockholders after the grant date, generally in May. The other phantom shares and DEUs vest upon issuance. The units are paid in Prologis common stock at one share per unit.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
BITA CRISTINA GABRIELA

(Last)(First)(Middle)
C/O PROLOGIS, INC., PIER 1, BAY 1

(Street)
SAN FRANCISCO CALIFORNIA 94111

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Prologis, Inc. [ PLD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Dividend Equivalent Units - NQDC$0(1)09/30/202609/30/2026A68.6173 (1) (1)Common Stock68.6173$0(1)8,395.0345D
Dividend Equivalent Units (Phantom) - NQDC$0(2)09/30/202609/30/2026A42.9551 (2) (2)Common Stock42.9551$0(2)5,255.3863D
Phantom Shares - NQDC$0(3)09/30/202609/30/2026A231 (3) (3)Common Stock231$0(3)5,486.3863D
Explanation of Responses:
1. Represents Dividend Equivalent Units (DEUs) earned on Deferred Stock Units (DSUs) associated with current service on our board that are deferred under the Prologis, Inc. Nonqualified Deferred Compensation Plan (the NQDC Plan). DEUs accrue on outstanding DSUs at the Prologis common stock dividend rate at the time dividends are paid on Prologis common stock. DEUs and the underlying DSUs vest 100% on the earlier of the first anniversary of the grant date or the first annual meeting of the stockholders of Prologis after the grant date (generally in May each year). The receipt of such DEUs is deferred along with the underlying DSUs. DSUs and DEUs are paid in the form of Prologis common stock at the rate of one common share per DSU or DEU. Balance in column 9 includes DSUs and DEUs.
2. Represents DEUs earned on director fees that the reporting person has elected to defer into phantom shares under the NQDC Plan. These phantom shares are vested upon issuance and accrue DEUs at the Prologis common stock dividend rate at the time dividends are paid on Prologis common stock. Phantom shares and DEUs are paid in the form of Prologis common stock at the rate of one common share per phantom share or DEU in accordance with the deferral election made by the reporting person, or upon termination of service. Balance in column 9 includes phantom shares and DEUs.
3. Represents director fees that the reporting person has elected to defer into phantom shares under the NQDC Plan. These phantom shares are vested upon issuance and accrue DEUs at the Prologis common stock dividend rate at the time dividends are paid on Prologis common stock. Phantom shares and DEUs are paid in the form of Prologis common stock at the rate of one common share per phantom share or DEU in accordance with the deferral election made by the reporting person, or upon termination of service. Balance in column 9 includes phantom shares and DEUs.
/s/ Barbara Gunnufson, Attorney-In-Fact for Cristina G. Bita10/02/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

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