Statement of Changes in Beneficial Ownership (4)
18 March 2021 - 10:13AM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Peters Sheila |
2. Issuer Name and Ticker or Trading Symbol
GAP INC
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GPS
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP & Chief People Officer |
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(Last)
(First)
(Middle)
TWO FOLSOM ST |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/15/2021 |
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(Street)
SAN FRANCISCO, CA 94105-1205
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 3/15/2021 | | S(1) | | 2977.4195 | D | $32.5 | 979.3346 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Non-Qualified Stock Option (right to buy) | $32.25 | 3/15/2021 | | A | | 23756 | | (2) | 3/15/2031 | Common Stock | 23756 | $0.0 | 23756 | D | |
| Restricted Stock Unit | $0.0 (3) | 3/15/2021 | | A | | 8068 | | (4) | (4) | Common Stock | 8068 | $0.0 | 63097 | D | |
| Restricted Stock Unit | $0.0 (3) | 3/15/2021 | | A | | 960 | | (5) | (5) | Common Stock | 960 | $0.0 | 64057 | D | |
| Explanation of Responses: |
| (1) | The sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 27, 2020. |
| (2) | On March 15, 2021, the reporting person was granted an option to purchase a total of 23,756 shares, vesting in four equal annual installments beginning on the first anniversary of the grant date. |
| (3) | Each restricted stock unit represents a contingent right to receive one share of Gap Inc. Common Stock. |
| (4) | On March 15, 2021, the reporting person was granted 8,068 restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the grant date. |
| (5) | On March 15, 2021, the reporting person was granted 960 restricted stock units, vesting 480 shares on the second anniversary of the grant date and 480 shares on the third anniversary of the grant date. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Peters Sheila
TWO FOLSOM ST
SAN FRANCISCO, CA 94105-1205 |
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| EVP & Chief People Officer |
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Signatures
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| By: JoAnne Zinman, Power of Attorney For: Sheila Peters | | 3/17/2021 |
| **Signature of Reporting Person | Date |
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