GAP INC — Director's Dealing 2016

Mar 22, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2016-03-18

Reporting Person: Owen Andi (Global Pres., Banana Republic)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-03-18	Common Stock	M	3750.0	$0.0	Acquired	8459	Direct
2016-03-18	Common Stock	M	6937.0	$0.0	Acquired	15396	Direct
2016-03-18	Common Stock	F	1409.0	$30.39	Disposed	13987	Direct
2016-03-18	Common Stock	F	2606.0	$30.39	Disposed	11381	Direct
2016-03-21	Common Stock	S	2357.0	$30.32	Disposed	9024	Direct
2016-03-21	Common Stock	S	2352.0	$30.32	Disposed	6672	Direct
2016-03-21	Common Stock	S	4331.0	$30.06	Disposed	2341	Direct
2016-03-21	Common Stock	S	2341.0	$30.06	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-03-18	Restricted Stock Unit	$0.0	M	10687.0	Disposed		Common Stock (10687)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of Gap Inc. Common Stock.

F2: On March 18, 2013 the reporting person was granted 7,500 restricted stock units and 13,874 restricted stock units, vesting in two equal annual installments beginning on the second anniversary of the grant date.