GAP INC — Director's Dealing 2019

Mar 8, 2019

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: GAP INC (GPS)
CIK: 0000039911
Period of Report: 2019-02-02

Reporting Person: FISHER JOHN J (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-02-09	Common Stock	G	581119	—	Disposed	8804190	Indirect
2018-05-11	Common Stock	G	1301866	—	Disposed	8804190	Indirect
2018-05-16	Common Stock	G	902845	—	Disposed	8804190	Indirect
2018-10-05	Common Stock	G	780349	—	Disposed	8804190	Indirect
2018-12-21	Common Stock	G	4776	—	Disposed	6561335	Direct
2018-12-21	Common Stock	G	597	—	Acquired	6561335	Direct
2018-12-21	Common Stock	G	597	—	Acquired	44387	Indirect
2018-12-21	Common Stock	G	796	—	Acquired	796	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	27000000	Indirect
Common Stock	1581500	Indirect
Common Stock	1000000	Indirect
Common Stock	442013	Indirect
Common Stock	20000	Indirect

Footnotes

F1: Reflects deemed gift of shares distributed to trust remainder beneficiary upon expiration of the trust's two-year term.

F2: Reflects gift of shares by the reporting person to persons sharing the reporting person's household. The reporting person disclaims beneficial ownership of shares of GapCommon Stock owned by such persons. The shares reported herein are part of the above-referenced gift made by the reporting person on the same date.

F3: The reporting person is the sole manager and a member of FCH TBML LLC, a Delaware limited liability company that owns the reported securities. As manager of FCH TBML LLC, the reporting person may be deemed to have indirect beneficial ownership of the 27,000,000 shares of Gap Common Stock of which FCH TBML LLC has beneficial ownership. The reporting person disclaims beneficial ownership of all shares of Gap Common Stock held by FCH TBML LLC except to the extent of his pecuniary interest therein.

F4: The reporting person disclaims beneficial ownership of all shares of Gap Common Stock held by the trust except to the extent of his indirect pecuniary interest therein.