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PLDPrologis

Real estate · REIT · NYSE, OTC
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The 10-K against last year's

101 changes: 15 added, 22 removed, 63 reworded, 1 quiet changes

10-K Feb 13, 2026 vs Feb 14, 2025
Risk FactorsRedline ↓
7.6%
of the text changed · 7,992 words now
22.7%
of the text changed · 8,582 words now

10-K 0001193125-26-051453 (2026-02-13) vs 10-K 0000950170-25-021272 (2025-02-14) Not compared: Legal Proceedings, Accounting Policies.

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

MD&A 187 words changed in this paragraph; it is 32% similar to last year's version.
While we believe our modified FFO measures are important supplemental measures, neither NAREIT’s NAREIT's nor our measures of FFO should be used alone because they exclude significant economic components of net earnings computed under GAAP and are, therefore, limited as an analytical tool. Accordingly, these are only a few of the many measures we use when analyzing our business. Some of these limitations arise from excluding income tax expense that may be payable or depreciation and amortization expenses that reflect costs necessary to maintain operating performance. In addition, our FFO measure does not reflect changes in asset values resulting from fluctuations in market conditions or foreign currency exchange rates nor costs or benefits from settlement of deferred income taxes or the extinguishment of debt. We do not use NAREIT's nor our measures of FFO as alternatives to net earnings computed under GAAP or as alternatives to cash from operating activities computed under GAAP or as indicators of our ability to fund our cash needs. We compensate for the limitations are: by using our FFO measures only in conjunction with net earnings computed under GAAP when making our decisions. This information should be read with our complete Consolidated Financial Statements prepared under GAAP. To assist investors in compensating for these limitations, we reconcile our modified FFO measures from consolidated net earnings attributable to common stockholders computed under GAAP as follows (in millions):

Source: Item 7, 10-K 0001193125-26-051453 vs Item 7, 10-K 0000950170-25-021272

Risk Factors 172 words changed in this paragraph; it is 31% similar to last year's version.
We have acquired properties and will continue to acquire properties through the direct acquisition of real estate, the acquisition of entities that own real estate or through additional investments in co-investment ventures that acquire properties. The acquisition of properties involves risks, including the risk that the acquired property will not perform as anticipated and that any actual costs for rehabilitation, repositioning, renovation and improvements identified in the pre-acquisition due diligence process will exceed estimates. When we acquire properties, we may face risks associated with entering a new market such as a lack of market knowledge or understanding of the local economy, forging new business relationships in the area and unfamiliarity with local government and permitting procedures. Additionally, there is, and it is expected there will continue to be, significant competition for properties that meet our investment criteria as well as risks associated with obtaining financing for acquisition activities. The acquired properties or entities may be subject to liabilities, including tax liabilities, which may be without any recourse, or with only limited recourse, with respect to unknown liabilities. As a result, if a liability were asserted against us based on our new ownership of any of these entities or properties, then we may have to pay substantial sums to settle it.

Source: Item 1A, 10-K 0001193125-26-051453 vs Item 1A, 10-K 0000950170-25-021272

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of PLD's Risk Factors and MD&A, 10-K 2026-02-13 against 10-K 2025-02-14. Each links to the text at sec.gov.

RemovedRisk Factors
by making cash distributions to our stockholders, but we may choose to satisfy these requirements by making distributions of cash or other property, including, in limited circumstances, our own stock. The provisions of the IRC and applicable Treasury regulations regarding qualification as a REIT are more complicated for Prologis, Inc. because we hold substantially all of our assets through the OP.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
In the near term, our proprietary metrics indicate renewed activity in customer leasing decisions as we entered 2025, despite the current economic and geopolitical environment. Additionally, we expect our development activity to increase as market conditions warrant. Overall, we believe we are well-positioned to organically grow revenues over the long-term, as our in-place leases have considerable upside potential to capture the cumulative growth in market rents over the last several years.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
•We earned promotes from unconsolidated co-investment ventures aggregating $139 million ($43 million net of related strategic capital expenses, which includes stock compensation amortization for promotes earned in prior periods), primarily from the value we created in executing the redevelopment, leasing and sale of a data center in the fourth quarter of 2024.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
•Our publicly traded vehicle, FIBRA Prologis, completed tender offers to acquire 89.9% of Terrafina, a Mexican FIBRA, through a combination of stock and cash and began consolidating Terrafina, which owned a portfolio of 41 million square feet of industrial real estate properties at December 31, 2024. As a result, our ownership interest in FIBRA Prologis decreased to 34.6% at December 31, 2024.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
(3)The increase due to acquisitions is principally due to the additional NOI in 2024 from the $3.1 billion real estate portfolio acquired in the U.S. on June 29, 2023. Acquisition activity also includes the fair value lease amortization to rental revenues due to in-place leases that were primarily below market at the time of the acquisition.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
(4)The change is primarily due to higher insurance costs from a greater number of weather-related events in 2023. Development management and other also includes the operating results of our renewable energy assets.

Read it in 10-K 2025-02-14 at sec.gov ↗

Show the other 5
RemovedMD&A
2024 2023 Realized foreign currency and derivative gains, net: Gains on the settlement of undesignated derivatives $ 53 $ 60 Gains on the settlement of transactions with third parties 1 1 Total realized foreign currency and derivative gains, net 54 61 Unrealized foreign currency and derivative gains (losses), net: Gains (losses) on the change in fair value of undesignated derivatives and unhedged debt 87 (81) Gains (losses) on remeasurement of certain assets and liabilities (20) 10 Total unrealized foreign currency and derivative gains (losses), net 67 (71) Total foreign currency and derivative gains (losses), net $ 121 $ (10)

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
These FFO measures are used by management as supplemental financial measures of operating performance and we believe that it is important that stockholders, potential investors and financial analysts understand the measures management uses. We do not use our FFO measures as, nor should they be considered to be, alternatives to net earnings computed under GAAP, as indicators of our operating performance, as alternatives to cash from operating activities computed under GAAP or as indicators of our ability to fund our cash needs.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
We analyze our operating performance principally by the rental revenue of our real estate and the revenues from our strategic capital business, net of operating, administrative and financing expenses. This income stream is not directly impacted by fluctuations in the market value of our investments in real estate or debt securities.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
While we believe our modified FFO measures are important supplemental measures, neither NAREIT’s nor our measures of FFO should be used alone because they exclude significant economic components of net earnings computed under GAAP and are, therefore, limited as an analytical tool. Accordingly, these are only a few of the many measures we use when analyzing our business. Some of the limitations are:

Read it in 10-K 2025-02-14 at sec.gov ↗

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