GAP INC — Director's Dealing 2013

May 31, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2013-05-30

Reporting Person: Sunnucks Stephen (Global President, Gap)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-30	Common Stock	M	25000.0	$25.09	Acquired	170076	Direct
2013-05-30	Common Stock	S	25000.0	$39.8091	Disposed	145076	Direct
2013-05-30	Common Stock	M	44650.0	$21.79	Acquired	189726	Direct
2013-05-30	Common Stock	S	44650.0	$39.8091	Disposed	145076	Direct
2013-05-30	Common Stock	M	1483.0	$23.07	Acquired	146559	Direct
2013-05-30	Common Stock	S	1483.0	$39.8091	Disposed	145076	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-30	Non-Qualified Stock Option (right to buy)	$21.79	M	44650.0	Disposed	2021-03-14	Common Stock (44650)	Direct
2013-05-30	Non-Qualified Stock Option (right to buy)	$23.07	M	1483.0	Disposed	2020-03-15	Common Stock (1483)	Direct
2013-05-30	Non-Qualified Stock Option (right to buy)	$25.09	M	25000.0	Disposed	2022-03-12	Common Stock (25000)	Direct

Footnotes

F1: 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.