GAP INC — Director's Dealing 2013

Aug 16, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2013-08-15

Reporting Person: Goren Isabella D (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-08-15	Dividend Equivalent Rights	$0.0	A	97.4909	Acquired		Common Stock (97.4909)	Direct

Footnotes

F1: Each dividend equivalent right is the economic equivalent of one share of Gap Inc. common stock.

F2: The dividend equivalent rights accrued on stock units originally granted on August 15, 2011 and are immediately vested. Delivery of the shares is deferred until three years from the original stock unit grant date, or immediately upon cessation of service as a member of the Board, if earlier.

F3: Not applicable.