GAP INC — Director's Dealing 2016

Mar 19, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2016-03-17

Reporting Person: Kirwan Jeff (Global President, Gap)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-03-17	Common Stock	M	4176.0	$0.0	Acquired	11099.8889	Direct
2016-03-17	Common Stock	F	1711.0	$29.9	Disposed	9388.8889	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-03-17	Restricted Stock Unit	$0.0	M	4176.0	Disposed		Common Stock (4176)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1073.4636	Indirect

Footnotes

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

F2: Number of shares represented by units held in the GapShare 401(k) Plan based on a plan statement dated as of December 31, 2015.

F3: On March 17, 2014 the reporting person was granted 8,352 restricted stock units, vesting in two equal annual installments beginning on the second anniversary of the grant date