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GAP INC Director's Dealing 2019

Mar 21, 2019

30743_dirs_2019-03-20_31c5b46b-2a88-4cf7-b9fd-64ec75d0e07f.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: 2019-03-18

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2019-03-18 Common Stock M 77818 $0.0 Acquired 283632.9585 Direct
2019-03-18 Common Stock F 34541 $25.56 Disposed 249091.9585 Direct
2019-03-19 Common Stock M 49874 $0.0 Acquired 298965.9585 Direct
2019-03-19 Common Stock F 23555 $25.7 Disposed 275410.9585 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2019-03-18 Non-Qualified Stock Option (right to buy) $25.56 A 500000 Acquired 2029-03-18 Common Stock (500000) Direct
2019-03-18 Performance Shares $0.0 A 77818 Acquired Common Stock (77818) Direct
2019-03-19 Performance Shares $0.0 M 49874 Disposed Common Stock (49874) 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: Balance adjusted to reflect shares acquired under the Gap Inc. Employee Stock Purchase Plan.

F3: On March 18, 2019, the reporting person was granted an option to purchase a total of 500,000 shares, vesting in four equal annual installments beginning on the first anniversary of the grant date.

F4: On March 18, 2019 the Company's Compensation and Management Development Committee certified that the reporting person earned 155,636 Performance Shares following completion of a three-year (2016-2018) 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.

F5: On March 19, 2018 the Company's Compensation and Management Development Committee certified that the reporting person earned 99,747 Performance Shares following completion of a three-year (2015-2017) 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.