Form 4: Prologis Director Acquires Additional Equity Units

Prologis Director Guy A Metcalfe acquired 39.4205 Dividend Equivalent Units as part of a nonqualified deferred compensation plan, increasing his beneficial ownership.

Summary

• Guy A Metcalfe, a Director of Prologis, Inc. (PLD), acquired 39.4205 Dividend Equivalent Units (DEUs) on September 30, 2025.
• These DEUs were earned on Deferred Stock Units (DSUs) under the Prologis, Inc. Nonqualified Deferred Compensation Plan (NQDC Plan).
• DEUs accrue on outstanding DSUs at the Prologis common stock dividend rate when dividends are paid.
• The DEUs and underlying DSUs vest 100% on the earlier of the first anniversary of the grant date or the first annual meeting of stockholders after the grant date (typically in May).
• The receipt of these DEUs is deferred along with the underlying DSUs, and they are paid in Prologis common stock at a 1:1 ratio.
• Following this transaction, Mr. Metcalfe's total beneficial ownership, including DSUs and DEUs, stands at 4,509.1525 units.

Sentiment

Score: 7

Explanation: The filing indicates a routine, positive event where a director's equity stake increases through a compensation plan, aligning interests with shareholders. It is not a significant market-moving event but reflects standard corporate governance and compensation.

Positives

• The acquisition of Dividend Equivalent Units by a director increases their equity stake, further aligning their interests with those of shareholders.
• The transaction is part of a routine, established nonqualified deferred compensation plan, indicating stable and predictable executive compensation practices.

Future Outlook

The acquired Dividend Equivalent Units, along with the underlying Deferred Stock Units, are scheduled to vest 100% on the earlier of the first anniversary of their grant date or the first annual meeting of Prologis stockholders following the grant date, typically in May each year.

Stakeholder Impact

• Shareholders: Increased alignment of a director's interests with shareholders due to a larger equity stake.
• Employees: Reflects standard compensation practices for directors, which can be a positive for overall corporate governance and talent retention.

Next Steps

• The Dividend Equivalent Units and underlying Deferred Stock Units will vest according to the established schedule (earlier of first anniversary of grant or first annual meeting after grant).

Key Dates

Keywords

Prologis, PLD, Form 4, Insider Transaction, Director, Equity Compensation, Dividend Equivalent Units, Deferred Stock Units, NQDC Plan