Item 5. Other Information
2K characters. Original on sec.gov ·
Item 5. Other Information
On June 3, 2026, Daniel S. Letter, our Chief Executive Officer, terminated a Rule 10b5-1 trading arrangement intended to satisfy the affirmative defense of Rule 10b5-1(c) and originally adopted on December 30, 2025, for the sale of up to 60,000 shares of Prologis, Inc. common stock through March 31, 2027. No other Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (as such terms are defined in Item 408 of Regulation S-K under the Exchange Act) were entered into or terminated by our directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) during the quarterly period ended June 30, 2026.
Possible Combination of SEGRO and Prologis
On July 22, 2026, the Company announced its Best and Final Proposal (the “Proposal”) to acquire the entire issued and to be issued share capital of SEGRO plc (“SEGRO”). The Proposal consisted of 0.0920 shares of Prologis common stock for each SEGRO share and a partial cash alternative of up to approximately £3.5 billion, representing 25% of the total consideration at a fixed price of 1,031.7 pence per SEGRO share, subject to a pro-rata scale-back. Later that day, the Board of SEGRO announced that it had unanimously concluded that the financial terms of the Company’s Proposal “are at a level that it would be minded to recommend to SEGRO shareholders” should a firm intention to make an offer be announced by the Company on such financial terms, subject to satisfactory completion of confirmatory due diligence by the Company, and agreement on all other terms and conditions of the offer and definitive transaction documentation. The Board of SEGRO also announced that it had requested, and the Takeover Panel had consented to, an extension to the date by which the Company is required either to announce a firm intention to make an offer for SEGRO or to announce that it does not intend to make an offer, to no later than 5.00 pm BST on August 12, 2026. There can be no certainty that an offer for SEGRO will be made.
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