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

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
MOGHADAM HAMID R
   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 (Month/Day/Year)
11/18/2011
(Street)

SAN FRANCISCO, CA 94111		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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 11/18/2011 11/18/2011 M   90,267 A $ 26.29 3,421,874 D  
Common Stock 11/18/2011 11/18/2011 G(1)   90,267 D $ 0 3,331,607 (2) D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $ 26.29 11/18/2011 11/18/2011 M     13,967   (3) 02/26/2012 Common Stock 13,967 (3) 2,675,228 D  
Non-Qualified Stock Option (right to buy) $ 26.29 11/18/2011 11/18/2011 M     76,300   (4) 02/26/2012 Common Stock 76,300 (4) 2,598,928 D  
Prologis, L.P. PLP common limited partnership units $ 0               (5)   (5) Common Stock 388,126   388,126 I (6) HRM Trust 1997 Irrevocable Trust dated June 17, 1997

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MOGHADAM HAMID R
C/O PROLOGIS, INC.
PIER 1, BAY 1
SAN FRANCISCO, CA 94111		   X     Chairman & CEO  

Signatures

 /s/ Kristi Oberson, attorney in fact for Hamid R. Moghadam   11/22/2011
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The reporting person donated the shares to a charitable foundation.
(2) Of the 3,331,607 securities beneficially owned, 140,486 are beneficially owned (D), 2,255,400 securities are indirectly owned (I) through a Trust FBO the reporting person with the reporting person and his spouse as sole trustees, 131,776 securities are indirectly held (I) through the HRM Trust 1997, U/A/D June 17, 1997 and 803,945 securities are indirectly held (I) in the AMB Property Corporation 2011 Notional Account Deferred Compensation Plan.
(3) Options issued under the 1997 Stock Incentive and Investment Plan which became fully vested on Jan. 1, 2005. There are 27,936 options remaining exercisable under this award which expire Feb. 26, 2012.
(4) Options issued under the 2002 Stock Option and Incentive Plan which became fully vested on Jan. 1, 2005. There are 152,602 options remaining exercisable under this award which expire Feb. 26, 2012.
(5) Reporting holdings of Prologis, L.P. PLP common limited partnership units, which are redeemable for shares of Prologis common stock on a one-for-one basis. The units have no expiration date.
(6) On November 17, 2011, securities were transferred from the reporting person to the HRM Trust 1997 Irrevocable Trust dated June 17, 1997, of which the reporting person is settlor and trustee. Ownership is now reported as indirect.

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