Prologis COO receives 10,119 LTIP incentive units

Prologis, Inc. Chief Operating Officer Andrus Carter received a compensation grant of 10,119 LTIP Units of Prologis, L.P. on 7/14/2026 at $0.01 per unit.

Rhea-AI Filing Summary

Prologis, Inc. Chief Operating Officer Andrus Carter received a compensation grant of 10,119 LTIP Units of Prologis, L.P. on 7/14/2026 at $0.01 per unit. The award vests 25% on each of 7/14/2027, 7/14/2028, 7/14/2029 and 7/14/2030, subject to continued employment, bringing his holdings to 158,320 LTIP Units. Conditioned on certain tax allocations, each vested LTIP Unit may be converted into a partnership Common Unit and then redeemed for cash equal to the fair market value of one Prologis common share, or, at the company’s election, settled in one share of common stock, with no expiration on these rights.

Insider Trade Summary

Grant/Award: 10,119 shares

Grant/Award 1 txn

Insider Andrus Carter

Role Chief Operating Officer

Type	Security	Shares	Price	Value
Grant/Award	LTIP Units F1, F2	10,119	$0.01	$101.19

Holdings After Transaction: LTIP Units — 158,320 contracts (Direct)

Footnotes (2)

1. F1. Represents LTIP Units of Prologis, L.P. (the "LTIP Units") which vest 25% on each of 7/14/2027, 7/14/2028, 7/14/2029 and 7/14/2030 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").
2. 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.

Key Figures

LTIP Units granted: 10,119 LTIP Units Grant price per LTIP Unit: $0.01 LTIP Units after transaction: 158,320 LTIP Units +1 more

4 metrics

LTIP Units granted 10,119 LTIP Units Compensation award to COO Andrus Carter on 7/14/2026

Grant price per LTIP Unit $0.01 Stated transaction price for the LTIP Unit grant

LTIP Units after transaction 158,320 LTIP Units Total LTIP Units beneficially owned directly by Andrus Carter after the award

Vesting schedule 25% each on 7/14/2027, 7/14/2028, 7/14/2029, 7/14/2030 Time-based vesting of the 10,119 LTIP Units, subject to continued employment

Key Terms

LTIP Units, Common Unit, capital accounts, redemption

4 terms

LTIP Units financial

"Represents LTIP Units of Prologis, L.P. which vest 25% on each of 7/14/2027..."

LTIP units are awards given to executives and employees as part of a long-term incentive plan; they act like deferred bonuses that convert into company shares or cash only if the business meets set performance or time requirements. Investors care because LTIP units tie management pay to future results, can increase the number of outstanding shares (dilution) when they vest, and create ongoing compensation expense that can affect earnings and shareholder value.

Common Unit financial

"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")"

A common unit is a single piece of ownership in a company, fund, or trust—similar to an ordinary share but often used for pooled vehicles or listings where securities are packaged or governed differently. It matters to investors because each unit represents a claim on profits and, commonly, voting power; like holding a seat at a table, the number of units you own affects your share of returns and influence, and unit structures can also affect liquidity and tax treatment.

capital accounts financial

"Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes..."

redemption financial

"Each Common Unit acquired upon conversion of a vested LTIP Unit may be presented for redemption, at the election of the holder, for cash..."

Redemption is when an issuer or holder settles a financial instrument by paying it off or returning it for cash, such as a bond being paid at maturity or a preferred share bought back by the company. It matters to investors because redemption changes when and how they get their money back, can cut off future income from the investment, and affects the issuer’s cash needs—think of it like a loan being paid off early or a store refunding a returned purchase.

FAQ

What did Prologis (PLD) COO Andrus Carter receive in this Form 4 filing?

COO Andrus Carter received a compensation grant of 10,119 LTIP Units of Prologis, L.P. at $0.01 per unit. These LTIP Units are part of the company’s 2020 Long-Term Incentive Plan and are tied to Prologis common stock through conversion and redemption features.

How do the 10,119 LTIP Units granted to Prologis (PLD) COO vest?

The 10,119 LTIP Units vest in four equal 25% installments on 7/14/2027, 7/14/2028, 7/14/2029 and 7/14/2030. Vesting is explicitly stated as being subject to continued employment, making this a time-based long-term incentive award.

What can Prologis (PLD) LTIP Units be converted into according to this filing?

Each vested LTIP Unit, after satisfying required capital account allocations, may be converted at the holder’s election into a Common Unit of Prologis, L.P. That Common Unit can then be redeemed for cash equal to the fair market value of one Prologis common share, or settled in one share of common stock.

How many LTIP Units does Prologis (PLD) COO Andrus Carter hold after this award?

Following this grant, Andrus Carter beneficially holds 158,320 LTIP Units directly. The filing shows this total in the post-transaction holdings field, indicating his cumulative LTIP position after the 10,119-unit award reported in this Form 4.

Do Prologis (PLD) LTIP Unit conversion and redemption rights expire?

The filing states that the rights to convert vested LTIP Units into Common Units and to redeem Common Units for cash or Prologis common stock have no expiration dates. This means the holder retains these rights indefinitely once the units have vested and conditions are satisfied.

Is the Prologis (PLD) COO’s Form 4 transaction an open-market stock purchase?

No. The transaction is coded “A” as a grant or award acquisition of 10,119 LTIP Units at $0.01 per unit under the 2020 Long-Term Incentive Plan. It is a compensation-related equity award, not an open-market purchase or sale of Prologis common stock.

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Available on EDGAR 07/16/2026 - 07:00 PM Accepted by SEC EDGAR 07/16/2026 - 07:00 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^*

Andrus Carter

(Last) (First) (Middle)

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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/14/2026

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
LTIP Units(1)	$0	07/14/2026		A		10,119		(2)	(2)	Common Stock	10,119	$0.01	158,320	D

Explanation of Responses:

1. Represents LTIP Units of Prologis, L.P. (the "LTIP Units") which vest 25% on each of 7/14/2027, 7/14/2028, 7/14/2029 and 7/14/2030 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").

2. 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.

	/s/ Tammy Colvocoresses Attorney-In-Fact for Carter Andrus	07/16/2026
	** Signature of Reporting Person	Date
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)