GAP INC — Director's Dealing 2013

Aug 12, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2013-08-09

Reporting Person: Keiser John T. (CIO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-08-09	Common Stock	S	6685.0	$43.32	Disposed	0	Direct
2013-08-09	Common Stock	M	15000.0	$25.09	Acquired	15000	Direct
2013-08-09	Common Stock	S	15000.0	$44.4574	Disposed	0	Direct
2013-08-09	Common Stock	M	30000.0	$21.79	Acquired	30000	Direct
2013-08-09	Common Stock	S	30000.0	$43.411	Disposed	0	Direct
2013-08-09	Common Stock	M	45000.0	$20.54	Acquired	45000	Direct
2013-08-09	Common Stock	S	45000.0	$43.2746	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-08-09	Non-Qualified Stock Option (right to buy)	$20.54	M	45000.0	Disposed	2020-01-04	Common Stock (45000)	Direct
2013-08-09	Non-Qualified Stock Option (right to buy)	$21.79	M	30000.0	Disposed	2021-03-14	Common Stock (30000)	Direct
2013-08-09	Non-Qualified Stock Option (right to buy)	$25.09	M	15000.0	Disposed	2022-03-12	Common Stock (15000)	Direct

Footnotes

F1: The exercises and sales reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the reporting person on June 10, 2013.

F2: The options under this grant become exercisable in four equal annual installments beginning one year from date of grant. Date of grant is 10 years prior to expiration date.