FISHER ROBERT J 4

What Happened

• Robert J. Fisher, identified as a 10% owner of Gap Inc., was granted derivative awards on June 30, 2026: 1,282.726 dividend-equivalent rights and 9,903 stock units. Both grants are reported at $0.00 (awards, not purchases), for a combined total of 11,185.726 units.
• These are derivative awards (not open-market buys or sales). The awards are described as vested in the filing but delivery of shares is deferred under the plan rules.

Key Details

• Transaction date and price: 2026-06-30; grants reported at $0.00 (award).
• Award breakdown: 1,282.726 dividend-equivalent rights (F1–F2) and 9,903 stock units (F4–F5) — total 11,185.726 units.
• Shares owned after transaction: not reported in this filing.
• Notable footnotes: F1 = each dividend equivalent equals the economic equivalent of one share; F2 = dividend equivalents accrued on prior grants and are immediately vested but delivery is deferred (generally until 3 years from grant); F4–F5 = each stock unit equals a contingent right to one share, immediately vested but delivery deferred for three years (or sooner upon cessation of board service).
• Filing timeliness: Report filed 2026-07-01 for a 6/30/2026 grant (appears timely under standard 2-business-day Rule 16 reporting).

Context

• These awards are compensation-style grants (derivative awards with deferred delivery), common for board members or major owners; they are not sales or open-market purchases and therefore do not directly signal near-term buying or selling intent.
• Delivery of the underlying shares is generally deferred up to three years from the grant date (or may occur earlier if the reporting person leaves the board), so they will not immediately increase publicly tradable shares.