GAP INC — Director's Dealing 2018

Mar 14, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2018-03-13

Reporting Person: Kirwan Jeff (President & CEO, GAP)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-03-13	Common Stock	M	50000	$23.54	Acquired	50000	Direct
2018-03-13	Common Stock	S	50000	$32.56	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-03-13	Non-Qualified Stock Option (right to buy)	$23.54	M	50000	Disposed	2027-03-13	Common Stock (50000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	675.1372	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.49 to $32.75, 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: Number of shares represented by units held in the GapShare 401(k) Plan based on a plan statement dated as of December 31, 2017.

F3: On March 13, 2017, the reporting person was granted an option to purchase a total of 200,000 shares, vesting in four equal annual installments beginning on the first anniversary of the grant date.