GAP INC·4

Jul 2, 4:35 PM ET

FISHER WILLIAM SYDNEY 4

4 · GAP INC · Filed Jul 2, 2026

Research Summary

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GAP (GAP) 10% Owner William S. Fisher Receives Awards, Gifts 23,000

What Happened

  • William Sydney Fisher (reported as a 10% owner) had stock units and dividend-equivalent rights settle on June 30, 2026, resulting in the acquisition of 20,779 shares of Gap Inc. common stock (19,036 + 1,743). On the same date he disposed of 23,000 shares as a gift. All acquisitions show $0.00 per share because they were settlements of previously granted units/rights rather than cash purchases.

Key Details

  • Transaction date: June 30, 2026. Filing date: July 2, 2026 (filed within the typical 2-business-day Form 4 window).
  • Acquisitions: 19,036 shares (settlement of stock units) and 1,743 shares (settlement of dividend-equivalent rights) at $0.00 (codes M — exercise/conversion of derivative).
  • Dispositions: Gift of 23,000 shares at $0.00 (code G). The filing also lists corresponding derivative conversion/disposition entries for the same amounts.
  • Net change from these events: acquired 20,779 shares vs. gifted 23,000 shares → net -2,221 shares (based on the reported transactions).
  • Shares owned after transaction: not stated in the provided extract of the filing.
  • Footnotes: F1/F2 confirm the shares came from settlement of stock units granted on June 30, 2023 and dividend equivalents; F3 states the transactions were made pursuant to a 10b5-1 plan adopted March 19, 2026.

Context

  • Code M indicates conversion/settlement of derivative awards (stock units/dividend equivalents) rather than a cash buy; code G indicates a gift (a transfer that is not an open‑market sale and does not necessarily reflect trading sentiment).
  • As a 10% owner, Fisher is a substantial shareholder; these actions reflect award settlements and an internal transfer (gift), not a typical open-market buy or sell. The filing references a 10b5-1 plan, which is a prearranged trading plan commonly used to provide an affirmative defense under Rule 10b5-1.

Insider Transaction Report

Form 4
Period: 2026-06-30
FISHER WILLIAM SYDNEY
Director10% Owner
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-06-30+19,03615,941,991 total
  • Exercise/Conversion

    Common Stock

    [F2]
    2026-06-30+1,74315,943,734 total
  • Gift

    Common Stock

    [F3]
    2026-06-3023,00015,920,734 total
  • Exercise/Conversion

    Stock Units

    [F1]
    2026-06-3019,03625,500 total
    Exercise: $0.00Common Stock (19,036 underlying)
  • Exercise/Conversion

    Dividend Equivalent Rights

    [F2]
    2026-06-301,743.741764.88 total
    Exercise: $0.00Common Stock (1,743.741 underlying)
Holdings
  • Common Stock

    (indirect: By Spouse)
    150,901
  • Common Stock

    (indirect: By Trust)
    2,753,453
  • Common Stock

    (indirect: By Partnership)
    22,015,000
Footnotes (3)
  • [F1]19,036 shares were issued in settlement of the stock units originally granted to the reporting person on June 30, 2023. Each stock unit represented the right to receive one share of The Gap, Inc. common stock ("Gap Common Stock").
  • [F2]1,743 shares were issued in settlement of dividend equivalent rights on the above-referenced stock units originally granted to the reporting person on June 30, 2023. Each dividend equivalent right was the economic equivalent of one share of Gap Common Stock.
  • [F3]The transaction set forth herein was made pursuant to a plan adopted on March 19, 2026, that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
Signature
/s/ Jane Spray, Attorney-in-Fact|2026-07-02

Documents

1 file
  • 4
    form4-07022026_080736.xmlPrimary