GAP INC — Director's Dealing 2018

Mar 20, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2018-03-16

Reporting Person: Bazzano Dara (VP & Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-03-16	Common Stock	M	2025	$0.0	Acquired	4859	Direct
2018-03-16	Common Stock	F	699	$31.74	Disposed	4160	Direct
2018-03-17	Common Stock	M	775	$0.0	Acquired	4935	Direct
2018-03-17	Common Stock	F	267	$31.74	Disposed	4668	Direct
2018-03-19	Common Stock	M	1200	$30.18	Acquired	5868	Direct
2018-03-19	Common Stock	M	1500	$23.54	Acquired	7368	Direct
2018-03-19	Common Stock	S	6860	$32.318	Disposed	508	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-03-19	Non-Qualified Stock Option (right to buy)	$23.54	M	1500	Disposed	2027-03-13	Common Stock (1500)	Direct
2018-03-19	Non-Qualified Stock Option (right to buy)	$30.18	M	1200	Disposed	2026-03-14	Common Stock (1200)	Direct
2018-03-16	Restricted Stock Unit	$0.0	M	775	Disposed		Common Stock (775)	Direct
2018-03-16	Restricted Stock Unit	$0.0	M	1250	Disposed		Common Stock (1250)	Direct
2018-03-17	Restricted Stock Unit	$0.0	M	775	Disposed		Common Stock (775)	Direct

Footnotes

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

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.312 to $32.33, 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.

F3: On March 13, 2017, the reporting person was granted an option to purchase a total of 6,000 shares, vesting in four equal annual installments beginning on the first anniversary of the grant date.

F4: On March 14, 2016, the reporting person was granted an option to purchase a total of 4,800 shares, vesting in four equal annual installments beginning on the first anniversary of the grant date.

F5: On March 16, 2015, the reporting person was granted 3,100 restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the grant date.

F6: On March 16, 2015 the reporting person was granted 2,500 restricted stock units, vesting in two equal annual installments beginning on the second anniversary of the grant date.

F7: On March 17, 2014, the reporting person was granted 3,100 restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the grant date.