GAP INC — Director's Dealing 2015

Feb 2, 2015

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2015-02-01

Reporting Person: Goldfarb Solomon (EVP, Digital & Customer Exp.)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	711	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Qualified Stock Option (right to buy)	$21.79	2021-03-14	Common Stock (1250)		Direct
Non-Qualified Stock Option (right to buy)	$25.09	2022-03-12	Common Stock (15000)		Direct
Non-Qualified Stock Option (right to buy)	$36.45	2023-03-18	Common Stock (10000)		Direct
Non-Qualified Stock Option (right to buy)	$42.2	2024-03-17	Common Stock (10000)		Direct
Restricted Stock Unit	$0.0		Common Stock (25038)		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.

F2: Each restricted stock unit represents a contingent right to receive one share of Gap Inc. Common Stock.

F3: Represents seven grants of Restricted Stock Units (RSUs). The RSU grants vest as follows: 2,500 shares vest on 03/12/2015; 1,250 shares vest on 03/14/2015; 5,428 shares vest on 03/18/2015; 1,715 shares vest on 03/17/2016; 5,429 shares vest on 03/18/2016; 1,500 shares vest on 08/14/2016; 2,000 shares vest on 11/10/2016; 1,716 shares vest on 03/17/2017; 1,500 shares vest on 08/14/2017; and 2,000 shares vest on 11/10/2017.

F4: Not applicable.