Form 8-K - Current report

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

--------------

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 17, 2024

Prologis, Inc.

Prologis, L.P.

(Exact name of registrant as specified in charter)



Maryland (Prologis, Inc.) Delaware (Prologis, L.P.) (State or other jurisdiction of Incorporation)	001-13545 (Prologis, Inc.) 001-14245 (Prologis, L.P.) (Commission File Number)	94-3281941 (Prologis, Inc.) 94-3285362 (Prologis, L.P.) (I.R.S. Employer Identification No.)



Pier 1, Bay 1, San Francisco, California		94111

(Address of Principal Executive Offices)		(Zip Code)

Registrants’ Telephone Number, including Area Code: (415) 394-9000

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


☐		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


	Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Prologis, Inc.	Common Stock, $0.01 par value	PLD	New York Stock Exchange
Prologis, L.P.	3.000% Notes due 2026	PLD/26	New York Stock Exchange
Prologis, L.P.	2.250% Notes due 2029	PLD/29	New York Stock Exchange
Prologis, L.P.	5.625% Notes due 2040	PLD/40	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition (Prologis, Inc.) and

Item 7.01. Regulation FD Disclosure (Prologis, Inc. and Prologis, L.P.).

On July 17, 2024, Prologis, Inc., the general partner of Prologis, L.P., issued a press release announcing second quarter 2024 financial results. A copy of the supplemental information as well as the press release is furnished with this report as Exhibit 99.1 and Exhibit 99.2, respectively, and incorporated herein by reference.

The information in this report and the exhibits attached hereto is being furnished, not filed, for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and pursuant to Items 2.02 and 7.01 of Form 8-K will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description

99.1 Supplemental information, dated July 17, 2024.

99.2 Press release, dated July 17, 2024.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.


	PROLOGIS, INC.

July 17, 2024	By:	/s/ Timothy D. Arndt
		Name: Timothy D. Arndt
		Title: Chief Financial Officer


	PROLOGIS, L.P.,
July 17, 2024	By: Prologis, Inc., its general partner

	By:	/s/ Timothy D. Arndt
		Name: Timothy D. Arndt
		Title: Chief Financial Officer

Prologis Supplemental Information Second quarter 2024 Unaudited Prologis Port Crossing Commerce Center, Houston, Texas

Highlights 1 Company Profile 2 Company Performance 4 Prologis Leading Indicators and Proprietary Metrics 5 Guidance Financial Information 6 Consolidated Balance Sheets 7 Consolidated Statements of Income 8 Reconciliations of Net Earnings to FFO 9 Reconciliations of Net Earnings to Adjusted EBITDA Operations 10 Overview 11 Operating Metrics 13 Operating Portfolio 16 Customer Information Capital Deployment 17 Overview 18 Development Stabilizations 19 Development Starts 20 Development Portfolio 21 Third-Party Acquisitions 22 Dispositions and Contributions 23 Land Portfolio 25 Solar Operating and Development Portfolios Strategic Capital 26 Overview 27 Summary and Financial Highlights 28 Operating and Balance Sheet Information of the Unconsolidated Co-Investment Ventures 29 Non-GAAP Pro-Rata Financial Information Capitalization 30 Overview 31 Debt Components - Consolidated 32 Debt Components - Noncontrolling Interests and Unconsolidated Net Asset Value 33 Components Notes and Definitions 35 Notes and Definitions Contents 2Q 2024 Supplemental

* This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation. NOI calculation based on Prologis Share of the Operating Portfolio. 2Q 2024 Supplemental Overview Prologis, Inc., is the global leader in logistics real estate with a focus on high-barrier, high-growth markets. At June 30, 2024, the company owned or had investments in, on a wholly-owned basis or through co-investment ventures, properties and development projects expected to total approximately 1.2 billion square feet (115 million square meters) in 19 countries. Prologis leases modern logistics facilities to a diverse base of approximately 6,700 customers principally across two major categories: business-to-business and retail/online fulfillment. 5,576 Buildings 1.2B Square Feet $39.6B Build Out of Land (TEI) U.S. 799M SF 86% of NOI*(A) Other Americas 84M SF 4% of NOI*(A) Europe 245M SF 8% of NOI*(A) Asia 114M SF 2% of NOI*(A)

Company Profile * This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation. 2Q 2024 Prologis Share of NOI of the Operating Portfolio annualized. 2Q 2024 third-party share of asset management fees annualized plus trailing twelve months third-party share of transactional fees and Net Promote Income (Expense). Prologis Share of trailing twelve month Estimated Value Creation from development stabilizations. Mexico is included in the U.S. as it is U.S. dollar functional. 2Q 2024 Supplemental Highlights Operations $5.9B in annual NOI*(A) Development $739M in value creationfrom stabilizations(C) Gross AUM $199B Prologis Share AUM $140B Market Equity $107B Strategic capital $272M of fees and promotes(B) 1 U.S.(D) Outside the U.S. U.S.(D) Outside the U.S. U.S.(D) Outside the U.S.

Company Performance * This is a non-GAAP financial measure. Please see reconciliations from Net Earnings Attributable to Common Stockholders on page 8 and reference our Notes and Definitions for further explanation. 2Q 2024 Supplemental Highlights Net earnings attributable to common stockholders Core FFO attributable to common stockholders/unitholders* AFFO attributable to common stockholders/unitholders* 2

Net earnings attributable to common stockholders in millions Core ffo attributable to common stockholders/ unitholders* in millions affO attributable to common stockholders/unitholders* in millions Dividends and distributions in millions * This is a non-GAAP financial measure. Please see reconciliations from Net Earnings Attributable to Common Stockholders on page 8 and reference our Notes and Definitions for further explanation. Highlights Company Performance 2Q 2024 Supplemental 3

Average 57.7 Average 54 Average 85.5% Lease Proposals in millions of square feet U.s. IBI activity index diffusion index, points New Lease negotiation Gestation in days U.S. space utilization * Please see our Notes and Definitions for further explanation. Prologis Leading Indicators and Proprietary Metrics* 2Q 2024 Supplemental Average 73 4 percent Highlights 47 112 Average 40%

Guidance(A) * This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation. Our guidance for 2024 is based on management’s current beliefs and assumptions about our business, the industry and the markets in which we operate. Please refer to “Forward-Looking Statements” and “Risk Factors” referred to in our annual and quarterly financial statements on Forms 10-K and 10-Q filed with the Securities and Exchange Commission (“SEC”) for more information. The difference between Core FFO and Net Earnings predominately relates to real estate depreciation and amortization and gains or losses on dispositions of real estate. See the Notes and Definitions for a reconciliation. We are further adjusting Core FFO to exclude $0.07 of net promote expense. The expense primarily relates to amortization of stock compensation issued to employees related to promote income recognized in prior periods. 2Q 2024 Supplemental Highlights 5

Consolidated Balance Sheets 2Q 2024 Supplemental Financial Information 6

Consolidated Statements of Income 2Q 2024 Supplemental Financial Information 7

Reconciliations of Net Earnings to FFO* *This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation. 2Q 2024 Supplemental Financial Information 8

Reconciliations of Net Earnings to Adjusted EBITDA* * This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation. 2Q 2024 Supplemental Financial Information 9

64.0% 70.6% 76.4% 75.9% 74.8% Occupancy – Owned and Managed Customer Retention Same Store Change Over Prior Year – Prologis Share* Rent Change – Prologis Share * This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation. Operations Overview 2Q 2024 Supplemental Trailing four quarters – net effective 10 Average occupancy – Prologis Share 97.9% 97.5% 97.4% 96.9% 96.3%

Operating Metrics – Owned and Managed Amounts exclusive of leases of less than one year, unless otherwise noted. 2Q 2024 Supplemental Operations 11

Operating Metrics – Owned and Managed * This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation. This data includes recurring capital expenditures and NOI of our Operating Portfolio. Excluded from recurring capital expenditures is spend for our properties that is structural in nature and therefore non-recurring. 2Q 2024 Supplemental Operations CAPITAL EXPENDITURES Thousands, except for percentages SAME STORE INFORMATION Thousands, except for percentages PROPERTY IMPROVEMENTS TURNOVER COSTS ON LEASES COMMENCED COMPOSITION OF PORTFOLIO (BY UNIT SIZE) Trailing four quarter average Per square foot ($) As a % of lease value Per square foot ($) 12

Operating Portfolio – Square Feet, Occupied and Leased 2Q 2024 Supplemental Operations 13

Operating Portfolio – NOI* and Gross Book Value * This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation. 2Q 2024 Supplemental Operations 14

Operating Portfolio – Summary by Division * This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation. 2Q 2024 Supplemental Operations 15

Customer Information We have signed leases, which were due to expire in 2024 and 2025, totaling 37 million square feet and 22 million square feet, in our owned and managed portfolio (2.6% and 1.5% of total net effective rent) and 23 million square feet and 14 million square feet on a Prologis Share basis (2.3% and 1.4% of total net effective rent). These are excluded from 2024 and 2025 expirations and are reflected in the new year of expiration. 2Q 2024 Supplemental Operations 16

M&A and Significant Portfolio Activity $14,600 - $23,200 $3,100 - Development Starts (TEI) in millions Development Stabilizations (TEI) dollars in millions Acquisition Activity(a) in millions Land Portfolio in millions This data excludes acquisitions of land. The estimated build out includes the land portfolio, Covered Land Plays and other land that we could develop through options, ground leases, unconsolidated joint ventures and other contractual arrangements. Capital Deployment Overview – Prologis Share 2Q 2024 Supplemental Outside the U.S. U.S. Est Value Creation $942 $1,326 $1,583 $917 $346 Est Wtd Avg Stabilized Yield 6.3% 6.1% 6.3% 6.3% 5.8% Est Build Out(B): Sq. Ft. 204 TEI $36,700 17 YTD Q2

Development Stabilizations . 2Q 2024 Supplemental Capital Deployment 18

Development Starts 2Q 2024 Supplemental Capital Deployment 19

Development Portfolio TEI amount includes development on yards, parking lots, data centers, and other non-industrial assets that will be included in Other Real Estate Investments upon completion. 2Q 2024 Supplemental Capital Deployment 20

Third-Party Acquisitions 2Q 2024 Supplemental Capital Deployment 21

Dispositions and Contributions Amounts include the disposition of non-industrial assets, including yards. Dispositions of Non-Strategic Assets are included as third-party building dispositions. 2Q 2024 Supplemental Capital Deployment 22

Land Portfolio – Owned and Managed 2Q 2024 Supplemental Capital Deployment 23

Land Portfolio – Summary and Roll Forward Amounts include approximately 3,100 acres that we could develop through options, ground leases, unconsolidated joint ventures and other contractual arrangements. 2Q 2024 Supplemental Capital Deployment 24

Solar Operating and Development Portfolios – Owned and Managed 2Q 2024 Supplemental Capital Deployment 25

Third-party aum dollars in billions Third-Party Fee Related and promote revenue in millions Fee related earnings annualized* in millions Net Promote income (EXPENSE) dollars in millions *This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation. Net Promote Income (Expense) in 2024 is negative due to expense primarily from the amortization of stock compensation issued to employees related to promote income recognized in prior periods. Please refer to Highlights for Guidance for 2024 Net Promote Income (Expense). Strategic Capital Overview 2Q 2024 Supplemental 91.4% 94.9% 95.0% 93.0% 93.8% % Open end/Public Trailing 3-year basis points of third-party AUM 26 27.2 21.6 37.1 51.5 49.7

Summary and Financial Highlights * The next promote opportunity is related to the Stabilization of individual development project(s). Values represent the entire venture at 100%, not Prologis’ proportionate share. Values are presented at Prologis’ adjusted basis derived from the ventures’ U.S. GAAP information and may not be comparable to values reflected in the ventures’ stand alone financial statements calculated on a different basis. Throughout this document we use the most recent public information for these co-investment ventures. 2Q 2024 Supplemental Strategic Capital 27

Operating and Balance Sheet Information of the Unconsolidated Co-Investment Ventures (at 100%)(A) * This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation. Values represent the entire venture at 100%, not Prologis’ proportionate share. Values are presented at Prologis’ adjusted basis derived from the ventures’ U.S. GAAP information and may not be comparable to values reflected in the ventures’ stand alone financial statements calculated on a different basis. 2Q 2024 Supplemental Strategic Capital 28

Non-GAAP Pro-Rata Financial Information(A) * This is a non-GAAP financial measure, please see our Notes and Definitions for further explanation. See our Notes and Definitions for further explanation of how these amounts are calculated. 2Q 2024 Supplemental Strategic Capital 29

Europe 15.8% $140,320 $198,627 Debt $33,731 Investment Capacity $1,817 U.S.(B) 75.4% $198,627 Direct owned and other $111,641 Market Equity $106,589 AUM Strategic Capital $86,986 Investors' share of ventures $56,490 Prologis Share of ventures $28,679 Total Enterprise Value $140,320 $140,320 U.S. Dollar (B) 96.5% Outside U.S. 3.5% Other Americas 2.0% $33,731 $106,589 Asia 6.8% Overview * This is a non-GAAP financial measure. Please see our Notes and Definitions for detailed calculation. Enterprise value is calculated using Prologis’ stock price of $112.31 at June 30, 2024. Prologis’ stock price was $130.22 at March 31, 2024. Mexico is included in the U.S. as it is U.S. dollar functional. The detailed calculations are included in the Notes and Definitions section and are not in accordance with the applicable SEC rules. A securities rating is not a recommendation to buy, sell or hold securities and is subject to revision or withdrawal at any time by the rating organization. 2Q 2024 Supplemental Capitalization ASSETS UNDER MANAGEMENT dollars in millions Enterprise Value(A) AUM by Geography Market Equity U.S. DOLLAR EXPOSURE dollars in millions Enterprise Value(A) Debt U.S. Dollar(B) 44.0% U.S. Dollar (B) 84.9% Outside U.S. 15.1% Outside U.S. 56.0% DEBT BY CURRENCY – PROLOGIS SHARE UNENCUMBERED ASSETS – PROLOGIS SHARE: $100.5B in billions 30 AUM by Ownership

Debt Components – Consolidated This includes our Credit Facilities and commercial paper borrowings. The maturities for the 2022 Global Facility ($201 million), 2023 Global Facility ($137 million), and the Yen Revolver ($144 million) are reflected at the extended maturity date, as the extension is at our option. The maturity of certain debt ($320 million) is reflected at the extended maturity dates as the extension is at our option. We manage our exposure to changes in foreign currency exchange rates using foreign currency forward contracts, including those that are accounted for as net investment hedges, to economically reduce our exposure to fluctuations in foreign currency rates. The effect is reflected in the table under Investment Hedges. See also page 30 for our market equity exposure by currency. We are required to maintain available commitments under our Credit Facilities in an amount at least equal to the commercial paper borrowings outstanding. 2Q 2024 Supplemental Capitalization 31

Debt Components – Noncontrolling Interests and Unconsolidated(A) Refer to Notes and Definitions under Non-GAAP Pro-Rata Financial Information for further explanation on how these amounts are calculated. The maturity of certain unsecured debt (Prologis Share $296 million) is reflected at the extended maturity dates as the extension is at the venture’s option. We manage our exposure to changes in foreign currency exchange rates using foreign currency forward contracts, including those that are accounted for as net investment hedges, to economically reduce our exposure to fluctuations in foreign currency rates. The effect is reflected in the table under Investment Hedges. See also page 30 for our market equity exposure by currency. 2Q 2024 Supplemental Capitalization 32

Components – Prologis Share * This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation. 2Q 2024 Supplemental Net Asset Value 33

Components – Continued Net Promote Income (Expense) includes promote revenue of $24 million, ($12 million) of tax expense and ($23 million) of expenses primarily from the amortization of stock compensation issued to employees related to promote income recognized in prior periods. 2Q 2024 Supplemental Net Asset Value 34

Notes and Definitions 2Q 2024 Supplemental Prologis Park West by Northwest, Houston, Texas

2Q 2024 Supplemental Notes and Definitions 36

2Q 2024 Supplemental Notes and Definitions (continued) 37

2Q 2024 Supplemental Notes and Definitions (continued) 38

2Q 2024 Supplemental Notes and Definitions (continued) 39

2Q 2024 Supplemental Notes and Definitions (continued) 40

2Q 2024 Supplemental Notes and Definitions (continued) 41

2Q 2024 Supplemental Notes and Definitions (continued) 42

2Q 2024 Supplemental Notes and Definitions (continued) 43

2Q 2024 Supplemental Notes and Definitions (continued) 44

FOR IMMEDIATE RELEASE

Prologis Reports Second Quarter Results

Demand improves amid uncertain macroeconomic environment

SAN FRANCISCO (July 17, 2024) – Prologis, Inc. (NYSE: PLD), the global leader in logistics real estate, today reported second quarter results for 2024.

Net earnings per diluted share was $0.92 for the second quarter of 2024 compared with $1.31 for the second quarter of 2023. The results for the second quarter of 2023 include $0.58 per diluted share attributable to Net Promote Income from our Strategic Capital business, while the results for the same period in 2024 include Net Promote Expense.

Core funds from operations (Core FFO)* per diluted share was $1.34 for the second quarter of 2024, compared with $1.83 for the same period in 2023. Core FFO, excluding Net Promote Income (Expense)* per diluted share for the second quarter of 2024 was $1.36 compared with $1.25 for the second quarter of 2023.

“We continue to outperform the industry, driven by our team and the quality of our assets,” said Hamid R. Moghadam, co-founder and CEO, Prologis. “While customer demand remains subdued, it is improving, and we expect that trend to continue as the construction pipeline shrinks. Meanwhile, our premier global portfolio will continue to benefit from its embedded NOI potential, and opportunities in data centers and energy give us tremendous confidence in future growth.”

OPERATING PERFORMANCE


Owned & Managed	2Q24	Notes
Average Occupancy	96.1%
Leases Commenced	46.6MSF	39.6MSF operating portfolio and 7.0MSF development portfolio
Retention	73.2%


Prologis Share	2Q24	Notes
Average Occupancy	96.3%
Cash Same Store NOI*	7.2%
Net Effective Rent Change	73.9%
Cash Rent Change	51.4%

DEPLOYMENT ACTIVITY


Prologis Share	2Q24
Acquisitions	$279M

1


Weighted avg stabilized cap rate (excluding other real estate)	5.0%
Development Stabilizations	$2,039M
Estimated weighted avg yield	5.9%
Estimated weighted avg margin	14.5%
Estimated value creation	$296M
% Build-to-suit	31.9%
Development Starts	$300M
Estimated weighted avg yield	7.1%
Estimated weighted avg margin	19.4%
Estimated value creation	$58M
% Build-to-suit	15.7%
Total Dispositions and Contributions	$940M
Weighted avg stabilized cap rate (excluding land and other real estate)	5.8%

BALANCE SHEET STRENGTH & LIQUIDITY

“We continue to operate from a position of financial strength, with debt-to-EBITDA below 5.0x and nearly $6.5 billion of available liquidity. The company is capitalizing on a wide range of growth opportunities, including our data center and energy businesses," said Timothy D. Arndt, chief financial officer, Prologis. “In addition, during the quarter we raised $1.2 billion of debt across our balance sheet and funds, and we launched our $1 billion commercial-paper program, already saving us more than 60bps on our short-term borrowing costs in the U.S.”

During the second quarter, Prologis and its co-investment ventures issued an aggregate of $1.2 billion of debt at a weighted average interest rate of 4.4%, and a weighted average term of 10.9 years.

At June 30, 2024, debt as a percentage of total market capitalization was 23.7%, and the company’s weighted average interest rate on its share of total debt was 3.1%, with a weighted average term of 9.3 years and no significant debt maturities until 2026.

FOREIGN CURRENCY STRATEGY

Prologis hedges its exposure to foreign currency fluctuations by borrowing in the currencies in which it invests and using derivative financial instruments. At June 30, 2024, 96.5% of Prologis’ equity was in USD and forecasted earnings for 2024, 2025 and 2026 are 98%, 98% and 98%, respectively, in USD or hedged through derivative contracts.

2024 GUIDANCE

Prologis’ guidance for net earnings is included in the table below as well as guidance for Core FFO*, which are reconciled in our supplemental information.

2024 GUIDANCE

Earnings (per diluted share) Previous Revised Change at M.P.


Net earnings attributable to common stockholders	$3.15 to $3.35	$3.25 to $3.45	3.1%
Core FFO attributable to common stockholders/unitholders*	$5.37 to $5.47	$5.39 to $5.47	0.2%

2


Core FFO attributable to common stockholders/unitholders, excluding Net Promote Income (Expense)*1	$5.45 to $5.55	$5.46 to $5.54	-

Operations – Prologis Share


Average occupancy	95.75% to 96.75%	95.75% to 96.75%	-
Cash Same Store NOI*	6.25% to 7.25%	6.25% to 7.25%	-

Strategic Capital (in millions) Previous Revised Change at M.P.

    Strategic Capital revenue, 
excluding promote revenue

    $530 to $550

    $520 to $540

    (1.9)%

    Net Promote Income (Expense)

    $(80)

    $(65)

    $15

G&A (in millions)


General & administrative expenses	$415 to $430	$415 to $430	-

Capital Deployment – Prologis Share (in millions)


Development stabilizations	$3,600 to $4,000	$3,600 to $4,000	-
Development starts	$2,500 to $3,000	$2,500 to $3,000	-
Acquisitions	$500 to $1,000	$1,000 to $1,500	66.7%
Contributions	$1,750 to $2,250	$1,750 to $2,250	-
Dispositions	$800 to $1,200	$1,000 to $1,400	20.0%
Net sources/(uses)	$(450) to $(550)	$(750) to $(850)	(60.0)%
Realized development gains	$300 to $400	$300 to $400	-

1.

We are further adjusting Core FFO to exclude $0.07 of net promote expense. The expense relates to amortization of stock compensation issued to employees related to promote income recognized in prior periods.

* This is a non-GAAP financial measure. See the Notes and Definitions in our supplemental information for further explanation and a reconciliation to the most directly comparable GAAP measure.

The earnings guidance described above includes potential gains recognized from real estate transactions but excludes any future or potential foreign currency or derivative gains or losses as our guidance assumes constant foreign currency rates. In reconciling from net earnings to Core FFO*, Prologis makes certain adjustments, including but not limited to real estate depreciation and amortization expense, gains (losses) recognized from real estate transactions and early extinguishment of debt, impairment charges, deferred taxes and unrealized gains or losses on foreign currency or derivative activity. The difference between the company's Core FFO* and net earnings guidance relates predominantly to these items. Please refer to our quarterly Supplemental Information, which is available on our Investor Relations website at https://ir.prologis.com and on the SEC’s website at www.sec.gov for a definition of Core FFO* and other non-GAAP measures used by Prologis, along with reconciliations of these items to the closest GAAP measure for our results and guidance.

July 17, 2024, CALL DETAILS
The call will take place on Wednesday, July 17, 2024, at 9:00 a.m. PT/12:00 p.m. ET. To access a live broadcast of the call, please dial +1 (877) 897-2615 (toll-free from the United States and Canada) or +1 (201) 689-8514 (from all other countries). A live webcast can be accessed from the Investor Relations section of www.prologis.com.

3

A telephonic replay will be available July 17 – July 31 at +1 (877) 660-6853 (from the United States and Canada) or +1 (201) 612-7415 (from all other countries) using access code 13747329. The webcast replay will be posted in the Investor Relations section of www.prologis.com under “Events & Presentations.”

ABOUT PROLOGIS
Prologis, Inc. is the global leader in logistics real estate with a focus on high-barrier, high-growth markets. At June 30, 2024, the company owned or had investments in, on a wholly owned basis or through co-investment ventures, properties and development projects expected to total approximately 1.2 billion square feet (115 million square meters) in 19 countries. Prologis leases modern logistics facilities to a diverse base of approximately 6,700 customers principally across two major categories: business-to-business and retail/online fulfillment.

FORWARD-LOOKING STATEMENTS

The statements in this document that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on current expectations, estimates and projections about the industry and markets in which we operate as well as management's beliefs and assumptions. Such statements involve uncertainties that could significantly impact our financial results. Words such as "expects" "anticipates," "intends," "plans," "believes," "seeks," and "estimates" including variations of such words and similar expressions are intended to identify such forward-looking statements, which generally are not historical in nature. All statements that address operating performance, events or developments that we expect or anticipate will occur in the future—including statements relating to rent and occupancy growth, acquisition and development activity, contribution and disposition activity, general conditions in the geographic areas where we operate, expectations regarding new lines of business, our debt, capital structure and financial position, our ability to earn revenues from co-investment ventures, form new co-investment ventures and the availability of capital in existing or new co-investment ventures—are forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance that our expectations will be attained and, therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. Some of the factors that may affect outcomes and results include, but are not limited to: (i) international, national, regional and local economic and political climates and conditions; (ii) changes in global financial markets, interest rates and foreign currency exchange rates; (iii) increased or unanticipated competition for our properties; (iv) risks associated with acquisitions, dispositions and development of properties, including the integration of the operations of significant real estate portfolios; (v) maintenance of Real Estate Investment Trust status, tax structuring and changes in income tax laws and rates; (vi) availability of financing and capital, the levels of debt that we maintain and our credit ratings; (vii) risks related to our investments in our co-investment ventures, including our ability to establish new co-investment ventures; (viii) risks of doing business internationally, including currency risks; (ix) environmental uncertainties, including risks of natural disasters; (x) risks related to global pandemics; and (xi) those additional factors discussed in reports filed with the Securities and Exchange Commission by us under the heading "Risk Factors." We undertake no duty to update any forward-looking statements appearing in this document except as may be required by law.

CONTACTS

Investors: Prologis Investor Relations

Media: Prologis Corporate Communications

4

Cover	Jul. 17, 2024
Entity Information [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jul. 17, 2024
Entity File Number	001-13545
Entity Registrant Name	Prologis, Inc.
Entity Central Index Key	0001045609
Entity Tax Identification Number	94-3281941
Entity Incorporation, State or Country Code	MD
Entity Address, Address Line One	Pier 1
Entity Address, Address Line Two	Bay 1
Entity Address, City or Town	San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94111
City Area Code	415
Local Phone Number	394-9000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock [Member]
Entity Information [Line Items]
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	PLD
Security Exchange Name	NYSE
Prologis LP [Member]
Entity Information [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jul. 17, 2024
Entity File Number	001-14245
Entity Registrant Name	Prologis, L.P.
Entity Central Index Key	0001045610
Entity Tax Identification Number	94-3285362
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	Pier 1
Entity Address, Address Line Two	Bay 1
Entity Address, City or Town	San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94111
City Area Code	415
Local Phone Number	394-9000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Prologis LP [Member] \| Notes 3.000 Percent Due 2026 [Member]
Entity Information [Line Items]
Title of 12(b) Security	3.000% Notes due 2026
Trading Symbol	PLD/26
Security Exchange Name	NYSE
Prologis LP [Member] \| Notes 2.250 Percent Due 2029 [Member]
Entity Information [Line Items]
Title of 12(b) Security	2.250% Notes due 2029
Trading Symbol	PLD/29
Security Exchange Name	NYSE
Prologis LP [Member] \| Notes 5.625 Percent Due 2040 [Member]
Entity Information [Line Items]
Title of 12(b) Security	5.625% Notes due 2040
Trading Symbol	PLD/40
Security Exchange Name	NYSE