Prologis (PLD) chief legal officer receives new LTIP unit awards

Rhea-AI Filing Summary

Prologis, Inc. reported that Chief Legal Officer Deborah K. Briones received new long-term incentive awards and updated how some existing shares are held. On January 20, 2026, she was granted 6,306 LTIP Units that vest 25% per year over four years under the 2020 Long-Term Incentive Plan, and an additional 5,781 LTIP Units issued in exchange for her cash bonus that vest fully on the grant date. These LTIP Units can later be converted into partnership units and ultimately redeemed for cash equal to the fair market value of Prologis common stock or, at the company’s election, for shares of common stock.

The filing also clarifies that 3,103 shares of Prologis common stock are held indirectly for her benefit in a rabbi trust under nonqualified deferred compensation plans, after previously being reported in error as directly held, while 13 shares are shown as held directly.

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

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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^*

Briones Deborah K

(Last) (First) (Middle)

PIER 1, BAY 1

(Street)

SAN FRANCISCO CA 94111

(City) (State) (Zip)

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 Legal Officer/GC

3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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
Common Stock								3,103	I	By: Rabbi Trust(1)
Common Stock								13	D

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(2)	$0.00	01/20/2026		A		6,306		(3)	(3)	Common Stock	6,306	$0.01	123,750	D
LTIP Units(4)	$0.00	01/20/2026		A		5,781		(3)	(3)	Common Stock	5,781	$0.01	129,531	D

Explanation of Responses:

1. Held indirectly through a rabbi trust pursuant to our nonqualified deferred compensation plans. These shares were previously reported in error as direct holdings.

2. Represents LTIP Units of Prologis, L.P. (the "LTIP Units") which vest 25% each year for four years 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").

3. 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.

4. Represents LTIP Units that were issued in exchange for the executive's cash bonus at the same value as the cash bonus. The LTIP Units vest 100% on issuance date. The LTIP Units were issued to the reporting person pursuant to the 2020 LTIP.

	/s/ Tammy Colvocoresses Attorney-In-Fact for Deborah K. Briones	01/22/2026
	** 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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FAQ

What insider transaction did Prologis (PLD) report for Deborah K. Briones?

Prologis reported that Chief Legal Officer Deborah K. Briones received two grants of LTIP Units on January 20, 2026 and updated the classification of certain common shares held for her benefit.

How many LTIP Units did Deborah K. Briones receive in this Prologis (PLD) Form 4?

She received 6,306 LTIP Units that vest 25% per year over four years and an additional 5,781 LTIP Units issued in exchange for her cash bonus that vest 100% on the issuance date.

How do the Prologis LTIP Units work for Deborah K. Briones?

Each vested LTIP Unit may be converted, at the holder’s election, into a Common Unit of Prologis, L.P., which can then be redeemed for cash equal to the fair market value of a Prologis common share, or the company may instead deliver one share of common stock per Common Unit.

What did Prologis (PLD) clarify about common stock held for Deborah K. Briones?

The filing states that 3,103 Prologis common shares are held indirectly through a rabbi trust under nonqualified deferred compensation plans and had previously been reported in error as directly held. It also shows 13 common shares as held directly.

Does this Prologis (PLD) Form 4 show direct or indirect ownership for the reported holdings?

The LTIP Units are reported as directly owned by Deborah K. Briones. The 3,103 common shares in the nonqualified deferred compensation rabbi trust are reported as indirectly owned, while 13 common shares are reported as directly owned.

Under which plan were the LTIP Units granted to the Prologis Chief Legal Officer?

The LTIP Units were granted to Deborah K. Briones under the Prologis, Inc. 2020 Long-Term Incentive Plan, with one grant vesting over four years and another issued in lieu of a cash bonus.