GAP INC — Director's Dealing 2014

Feb 28, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2014-02-26

Reporting Person: Murphy Glenn (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-26	Common Stock	M	300000.0	$16.44	Acquired	367926	Direct
2014-02-26	Common Stock	S	300000.0	$44.0	Disposed	67926	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-26	Non-Qualified Stock Option (right to buy)	$16.44	M	300000.0	Disposed	2017-08-03	Common Stock (300000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	301261	Indirect

Footnotes

F1: The exercises and sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 21, 2013.

F2: This option was fully vested and exercisable.