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GAP INC Director's Dealing 2017

Mar 15, 2017

30743_dirs_2017-03-15_f907d091-7ed9-4d57-bc10-7fe130202db7.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2017-03-13

Reporting Person: PECK ARTHUR L (Director, President & CEO, Gap Inc.)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-03-13 Common Stock M 6100 $0.0 Acquired 170166.1333 Direct
2017-03-13 Common Stock F 2435 $23.54 Disposed 167731.1333 Direct
2017-03-14 Common Stock M 7080 $0.0 Acquired 174811.1333 Direct
2017-03-14 Common Stock F 2493 $23.7 Disposed 172318.1333 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-03-13 Non-Qualified Stock Option (right to buy) $23.54 A 600000 Acquired 2027-03-13 Common Stock (600000) Direct
2017-03-13 Performance Shares $0.0 A 6101 Acquired Common Stock (6101) Direct
2017-03-14 Performance Shares $0.0 M 7080 Disposed Common Stock (7080) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 37150 Indirect

Footnotes

F1: Each Performance Share represents a contingent right to receive one share of Gap Inc. Common Stock.

F2: On March 13, 2017, the reporting person was granted an option to purchase a total of 600,000 shares, vesting in four equal annual installments beginning on the first anniversary of the grant date.

F3: On March 13, 2017 the Company's Compensation and Management Development Committee certified that the reporting person earned 12,201 Performance Shares following completion of a three-year (2014-2016) performance cycle under the Company's Long-Term Growth program, with half of the award vesting on the certification date and the remainder vesting on the anniversary of such date.

F4: On March 14, 2016 the Company's Compensation and Management Development Committee certified that the reporting person earned 14,159 Performance Shares following completion of a three-year (2013-2015) performance cycle under the Company's Long-Term Growth program, with half of the award vesting on the certification date and the remainder vesting on the anniversary of such date.