FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Moghadam Hamid
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
__X__ Officer (give title below)    _____ Other (specify below)
Chairman & CEO
(Last)          (First)          (Middle)

C/O PROLOGIS, INC., PIER 1, BAY 1
3. Date of Earliest Transaction (MM/DD/YYYY)

3/31/2023
(Street)

SAN FRANCISCO, CA 94111
4. If Amendment, Date Original Filed (MM/DD/YYYY)

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

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)        (State)        (Zip)
Rule 10b5-1(c) Transaction Indication
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 3/31/2023 3/31/2023 G  1019089 D$0.00 0 I By Trust (1)
Common Stock 3/31/2023 3/31/2023 A  1019089 A$0.00 1019089 I By LLC (2)
Common Stock         982414 I By Rabbi Trust (3)
Common Stock         131775 I By Trust (4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. 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 of Derivative Security: 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
LTIP Units (5)$0.00 (5)3/31/2023 3/31/2023 G     174454   (5) (5)Common Stock 174454 $0.01 1365066 D  
LTIP Units (5)$0.00 (5)3/31/2023 3/31/2023 A   174454     (5) (5)Common Stock 174454 $0.01 835850 I By LLC (6)
LTIP Units (5)$0.00 (5)           (5) (5)Common Stock 18233  18233 I By Trust (1)

Explanation of Responses:
(1) Held indirectly in a trust FBO the reporting person with the reporting person and his spouse as sole trustees.
(2) Represents common stock transferred to a Limited Liability Company (LLC) where the reporting person is the sole member.
(3) Held indirectly through a rabbi trust pursuant to our nonqualified deferred compensation plans.
(4) Held indirectly in a trust with the reporting person as trustee.
(5) 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.
(6) Represents LTIP Units transferred to a Limited Liability Company (LLC) where the reporting person is the sole member.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Moghadam Hamid
C/O PROLOGIS, INC.
PIER 1, BAY 1
SAN FRANCISCO, CA 94111
X
Chairman & CEO

Signatures
/s/ Tammy Colvocoresses, attorney in fact for Hamid R. Moghadam3/31/2023
**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 control number.
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