GAP INC — Director's Dealing 2018

Mar 23, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2018-03-21

Reporting Person: Chapman Paul Joseph (EVP & CIO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-03-21	Common Stock	M	68750	$0.0	Acquired	78325	Direct
2018-03-21	Common Stock	S	78325	$32.257	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-03-21	Non-Qualified Stock Option (right to buy)	$23.54	M	15000	Disposed	2027-03-13	Common Stock (15000)	Direct
2018-03-21	Non-Qualified Stock Option (right to buy)	$25.09	M	3750	Disposed	2022-03-12	Common Stock (3750)	Direct
2018-03-21	Non-Qualified Stock Option (right to buy)	$30.18	M	50000	Disposed	2026-03-14	Common Stock (50000)	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.0901 to $32.47, inclusive. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.

F2: On March 13, 2017, the reporting person was granted an option to purchase a total of 60,000 shares, vesting in four equal annual installments beginning on the first anniversary of the grant date.

F3: The option represents a right to purchase a total of 15,000 shares exercisable in four equal annual installments beginning on March 12, 2013, which was the first anniversary of the date on which the option was granted.

F4: On March 14, 2016, the reporting person was granted two options each for 50,000 shares, vesting in four equal annual installments beginning on the first anniversary of the grant date.