Katrina O'Connell - 17 Mar 2025 Form 4 Insider Report for GAP INC (GAP)

Role
Chief Financial Officer
Signature
By: De Anna Mekwunye, Power of Attorney For: Katrina O'Connell
Issuer symbol
GAP
Transactions as of
17 Mar 2025
Net transactions value
-$341,160
Form type
4
Filing time
18 Mar 2025, 21:20:59 UTC
Previous filing
17 Mar 2025
Next filing
20 Mar 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GAP Common Stock Sale $118,519 -5,925 -71% $20.00 2,365 17 Mar 2025 Direct F1, F2
transaction GAP Common Stock Options Exercise $0 +17,275 +730% $0.000000 19,640 18 Mar 2025 Direct
transaction GAP Common Stock Tax liability $176,317 -8,772 -45% $20.10 10,868 18 Mar 2025 Direct
transaction GAP Common Stock Sale $46,324 -2,365 -22% $19.59 8,503 18 Mar 2025 Direct F1, F3
holding GAP Common Stock 670 17 Mar 2025 by Trust F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction GAP Restricted Stock Unit Award $0 +70,251 +54% $0.000000 201,388 17 Mar 2025 Common Stock 70,251 $0.000000 Direct F5, F6
transaction GAP Restricted Stock Unit Options Exercise $0 -17,275 -8.6% $0.000000 184,113 18 Mar 2025 Common Stock 17,275 $0.000000 Direct F5, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 3, 2024.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.86 to $20.09, 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 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.45 to $19.90, 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.
F4 The reporting person and members of her immediate family are among the beneficiaries of this family trust. The reporting person disclaims beneficial ownership of the Gap Inc. common stock held by the trust except to the extent of her pecuniary interest therein.
F5 Each restricted stock unit represents a contingent right to receive one share of Gap Inc. Common Stock.
F6 On March 17, 2025, the reporting person was granted 70,251 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.
F7 On March 18, 2024, the reporting person was granted 69,101 restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the grant date.