PLD: Material agreement · New financial obligation · Unregistered securities sale · Other company developments

Item 1.01 Entry Into a Material Definitive Agreement. On August 4, 2026, Prologis, Inc. (“Prologis” or the “Company”), issued an announcement (the “Rule 2.7 Announcement”), pursuant to Rule 2.7 of the United Kingdom City Code on Takeovers and Mergers (the “Code”) disclosing the terms of a recommended offer by the Company to acquire (the “Combination”) the entire issued and to be issued share capital of SEGRO plc (“SEGRO”). In connection with the Combination, on August 4, 2026, the Company and SEGRO entered into a Co-operation Agreement (the “Co-operation Agreement”). Rule 2.7 Announcement Pursuant to the Combination, SEGRO shareholders will receive 0.0920 shares of common stock of the Company, par value $0.01 per share (the “New Prologis Shares”), for each SEGRO ordinary share. SEGRO shareholders may elect to receive cash in lieu of some or all of their New Prologis Shares consideration, subject to the terms of the partial cash alternative. The maximum aggregate amount of cash available under the partial cash alternative is approximately £3.5 billion (the “Maximum Cash Amount”). Each SEGRO shareholder’s basic entitlement under the partial cash alternative is equal to 25% of the fixed price of 1,031.7 pence per SEGRO ordinary share. Accordingly, a SEGRO shareholder electing to receive only its basic entitlement would receive 258 pence in cash and 0.0690 New Prologis Shares for each SEGRO ordinary share. SEGRO shareholders may elect to receive less than or more than their basic entitlement. Elections to receive cash in excess of the basic entitlement will be scaled back on a pro rata basis if aggregate cash elections exceed the Maximum Cash Amount. SEGRO shareholders who do not elect to participate in the partial cash alternative will receive 0.0920 New Prologis Shares fo