Gruber Julie 4

What Happened
Julie Gruber, GAP Inc.'s Chief Legal & Compliance Officer, converted/ exercised 5,261 restricted stock units (RSUs) into common shares on March 14, 2026. No cash was paid for the conversion (reported at $0). To satisfy tax withholding on the vesting, 1,764 shares were disposed at $23.24 per share for a total withholding value of $40,995. The filing also records the cancellation/ conversion of 5,261 derivative units (the RSUs).

Key Details

• Transaction date: March 14, 2026; Form 4 filed March 16, 2026 (appears timely).
• Converted (M) 5,261 RSUs into common shares at $0.00.
• Tax withholding (F): 1,764 shares disposed at $23.24 each, totaling $40,995.
• Net new common shares delivered to Gruber from this vesting: 5,261 − 1,764 = 3,497 shares.
• Footnotes: F1 = each RSU converts to one share; F2 = these RSUs relate to a March 14, 2022 grant of 22,352 RSUs vesting in four equal annual installments.
• Shares owned after the transaction are not specified in the provided filing.

Context
This was a routine vesting/settlement of RSUs rather than an open-market purchase or a discretionary sale. The withholding of 1,764 shares to cover taxes is a common net-share settlement method and should not be read as a directional market bet. The reporting shows both the conversion of the derivative award and the shares withheld to satisfy tax obligations.