GAP INC — Director's Dealing 2013

May 30, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2013-05-28

Reporting Person: Sunnucks Stephen (Global President, Gap)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-28	Common Stock	M	24119.0	$19.68	Acquired	169195	Direct
2013-05-28	Common Stock	S	24119.0	$40.7755	Disposed	145076	Direct
2013-05-28	Common Stock	M	130000.0	$17.84	Acquired	275076	Direct
2013-05-28	Common Stock	S	130000.0	$40.7755	Disposed	145076	Direct
2013-05-29	Common Stock	M	5350.0	$21.79	Acquired	150426	Direct
2013-05-29	Common Stock	S	5350.0	$39.6035	Disposed	145076	Direct
2013-05-29	Common Stock	M	73516.0	$23.07	Acquired	218592	Direct
2013-05-29	Common Stock	S	73516.0	$39.6035	Disposed	145076	Direct
2013-05-29	Common Stock	M	125000.0	$11.77	Acquired	270076	Direct
2013-05-29	Common Stock	S	125000.0	$39.6035	Disposed	145076	Direct
2013-05-29	Common Stock	M	21484.0	$19.68	Acquired	166560	Direct
2013-05-29	Common Stock	S	21484.0	$39.6035	Disposed	145076	Direct
2013-05-29	Common Stock	M	52054.0	$19.68	Acquired	197130	Direct
2013-05-29	Common Stock	S	52054.0	$39.6346	Disposed	145076	Direct
2013-05-29	Common Stock	M	27343.0	$19.68	Acquired	172419	Direct
2013-05-29	Common Stock	S	27343.0	$40.0066	Disposed	145076	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-29	Non-Qualified Stock Option (right to buy)	$11.77	M	125000.0	Disposed	2019-03-16	Common Stock (125000)	Direct
2013-05-28	Non-Qualified Stock Option (right to buy)	$17.84	M	130000.0	Disposed	2016-03-13	Common Stock (130000)	Direct
2013-05-28	Non-Qualified Stock Option (right to buy)	$19.68	M	24119.0	Disposed	2018-03-17	Common Stock (24119)	Direct
2013-05-29	Non-Qualified Stock Option (right to buy)	$19.68	M	21484.0	Disposed	2018-03-17	Common Stock (21484)	Direct
2013-05-29	Non-Qualified Stock Option (right to buy)	$19.68	M	52054.0	Disposed	2018-03-17	Common Stock (52054)	Direct
2013-05-29	Non-Qualified Stock Option (right to buy)	$19.68	M	27343.0	Disposed	2018-03-17	Common Stock (27343)	Direct
2013-05-29	Non-Qualified Stock Option (right to buy)	$21.79	M	5350.0	Disposed	2021-03-14	Common Stock (5350)	Direct
2013-05-29	Non-Qualified Stock Option (right to buy)	$23.07	M	73516.0	Disposed	2020-03-15	Common Stock (73516)	Direct

Footnotes

F1: This option was fully vested and exercisable.

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.