GAP INC — Director's Dealing 2014

Dec 9, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2014-12-08

Reporting Person: Calhoun Jack (Global Pres., Banana Republic)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-08	Common Stock	M	18750.0	$11.77	Acquired	27012.8793	Direct
2014-12-08	Common Stock	M	67500.0	$21.79	Acquired	94512.8793	Direct
2014-12-08	Common Stock	S	86250.0	$40.5565	Disposed	8262.8793	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-12-08	Non-Qualified Stock Option (right to buy)	$11.77	M	18750.0	Disposed	2019-03-16	Common Stock (18750)	Direct
2014-12-08	Non-Qualified Stock Option (right to buy)	$21.79	M	67500.0	Disposed	2021-03-14	Common Stock (67500)	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.