Southern Gresik is undergoing rapid peri-urban transformation as residential and industrial development extends from the Greater Surabaya metropolitan core. This study examines how projected land-cover change may reshape population distribution and spatial interaction across the road network. A cellular automata model was used to simulate land cover from 2022 to 2042 using accessibility variables, neighbourhood effects, AHP-derived weights, and spatial constraints. The projected land-cover map was then combined with dasymetric population redistribution and a network-based gravity model. The simulation achieved an overall accuracy of 83%. By 2042, industrial land is projected to increase from 2.54 to 4.79 ha (+88.6%) and settlement from 9.00 to 12.44 ha (+38.2%), while agriculture declines from 10.72 to 6.71 ha (−37.4%) and vegetation from 5.58 to 3.90 ha (−30.1%). Driyorejo remains the largest population centre, but faster growth is projected in Kedamean (1.58%/year) and Menganti (1.39%/year). Spatial interaction increases more rapidly than population, with regional annual growth rates of 1.95% and 1.01%, respectively, and becomes concentrated along Jalan Raya Kedamean, Driyorejo, and Petiken. The findings indicate that peri-urban growth in Southern Gresik is producing a coupled shift in land use, population location, and corridor dependence, requiring coordinated land-development control and transport planning.