Prologis director adds dividend-equivalent units

Prologis, Inc. director Irving F. Lyons III reported acquiring additional Dividend Equivalent Units (DEUs) tied to previously granted Deferred Stock Units (DSUs).

Rhea-AI Filing Summary

Prologis, Inc. director Irving F. Lyons III reported acquiring additional Dividend Equivalent Units (DEUs) tied to previously granted Deferred Stock Units (DSUs). On March 31, 2026, he was credited with 86.6702 DEUs from prior board service and 265.2880 DEUs from current board service under the Nonqualified Deferred Compensation Plan. These DEUs vest under the applicable DSU terms and are deferred while he serves as a director, ultimately payable in Prologis common stock on a one-for-one basis with the DSUs and DEUs. Following these accruals, related DSU/DEU account balances reported in column 9 total 10,793.2776 units in one account and 33,037.0338 units in another.

Insider Trade Summary

Grant/Award: 351.9582 shares

Grant/Award 2 txns

Insider LYONS IRVING F III

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Dividend Equivalent Units - NQDC	86.6702	$0.00	$0.00
Grant/Award	Dividend Equivalent Units - NQDC	265.288	$0.00	$0.00

Holdings After Transaction: Dividend Equivalent Units - NQDC — 43,830.3114 contracts (Direct)

Footnotes (2)

1. F1. Represents Dividend Equivalent Units (DEUs) earned on Deferred Stock Units (DSUs) associated with previous service on the board of ProLogis, our merger partner, and assumed by us in June 2011. DEUs accrue on outstanding DSUs at the Prologis common stock dividend rate at the time dividends are paid on Prologis common stock. DEUs vest upon issuance and the receipt of such DEUs is deferred, as are the underlying DSUs, during the period the reporting person serves as a director. 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 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.

Key Figures

DEUs from prior board service: 86.6702 units DEUs from current board service: 265.2880 units Post-transaction DSU/DEU balance (account 1): 10,793.2776 units +2 more

5 metrics

DEUs from prior board service 86.6702 units Credited March 31, 2026 on DSUs from earlier ProLogis board

DEUs from current board service 265.2880 units Credited March 31, 2026 under Prologis NQDC Plan

Post-transaction DSU/DEU balance (account 1) 10,793.2776 units Balance reported in column 9 including DSUs and DEUs

Post-transaction DSU/DEU balance (account 2) 33,037.0338 units Balance reported in column 9 including DSUs and DEUs

Transaction count 2 derivative acquisitions Both coded A for grant/award acquisition on March 31, 2026

Key Terms

Dividend Equivalent Units (DEUs), Deferred Stock Units (DSUs), Nonqualified Deferred Compensation Plan, Prologis common stock dividend rate, +1 more

5 terms

Dividend Equivalent Units (DEUs) financial

"Represents Dividend Equivalent Units (DEUs) earned on Deferred Stock Units (DSUs)..."

Deferred Stock Units (DSUs) financial

"Represents Dividend Equivalent Units (DEUs) earned on 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.

Nonqualified Deferred Compensation Plan financial

"deferred under the Prologis, Inc. Nonqualified Deferred Compensation Plan (the NQDC 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.

Prologis common stock dividend rate financial

"DEUs accrue on outstanding DSUs at the Prologis common stock dividend rate at the time dividends are paid..."

vest 100% financial

"DEUs and the underlying DSUs vest 100% on the earlier of the first anniversary of the grant date..."

FAQ

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

What did Prologis (PLD) director Irving F. Lyons III report in this Form 4?

He reported acquiring additional Dividend Equivalent Units tied to Deferred Stock Units. On March 31, 2026, two accruals were credited, increasing his deferred equity-based compensation balances that will ultimately be settled in Prologis common stock on a one-for-one basis.

How many Dividend Equivalent Units did the Prologis (PLD) director receive?

He received 86.6702 Dividend Equivalent Units from DSUs related to earlier ProLogis board service and 265.2880 units from DSUs tied to current Prologis board service, all as non-cash accruals within deferred compensation arrangements linked to Prologis common stock dividends.

How do the Dividend Equivalent Units for Prologis (PLD) work in this filing?

Dividend Equivalent Units accrue on outstanding Deferred Stock Units at the Prologis common stock dividend rate when dividends are paid. They vest under the DSU terms and are deferred during board service, then paid in Prologis common stock at one share for each DSU or DEU.

What are the vesting terms for the Prologis (PLD) Dividend Equivalent Units reported?

DEUs tied to previous ProLogis board service vest upon issuance, while DEUs tied to current Prologis board service vest 100% on the earlier of the first grant anniversary or the first annual shareholder meeting after the grant date, according to the footnotes.

How large are the Prologis (PLD) director’s deferred DSU/DEU balances after these transactions?

After the March 31, 2026 accruals, column 9 shows balances of 10,793.2776 units for one DSU/DEU account and 33,037.0338 units for another, with each unit ultimately payable in Prologis common stock on a one-for-one basis under the plan terms.

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Accepted by SEC EDGAR 04/02/2026 - 06:52 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED 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^*

LYONS IRVING F III

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Dividend Equivalent Units - NQDC	$0(1)	03/31/2026	03/31/2026	A		86.6702		(1)	(1)	Common Stock	86.6702	$0(1)	10,793.2776	D
Dividend Equivalent Units - NQDC	$0(2)	03/31/2026	03/31/2026	A		265.288		(2)	(2)	Common Stock	265.288	$0(2)	33,037.0338	D

Explanation of Responses:

1. Represents Dividend Equivalent Units (DEUs) earned on Deferred Stock Units (DSUs) associated with previous service on the board of ProLogis, our merger partner, and assumed by us in June 2011. DEUs accrue on outstanding DSUs at the Prologis common stock dividend rate at the time dividends are paid on Prologis common stock. DEUs vest upon issuance and the receipt of such DEUs is deferred, as are the underlying DSUs, during the period the reporting person serves as a director. 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 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.

	/s/ Tammy Colvocoresses, Attorney-In-Fact for Irving F. Lyons III	04/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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* Form 4: SEC 1474 (03-26)