GAP INC·4

Mar 16, 9:34 PM ET

Breitbard Mark 4

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GAP Inc (GAP) Gap Brand President & CEO Mark Breitbard Sells 16,030 Shares

What Happened

  • Mark Breitbard, President & CEO of the Gap brand at GAP Inc., had restricted stock units convert into shares and then sold stock. On March 14, 2026 he converted/received 12,036 shares from derivative conversion (reported as "M"). To cover tax withholding, 4,318 of those shares were surrendered (reported as "F") at a weighted price of $23.24, producing proceeds of $100,350. On March 16, 2026 he sold 16,030 shares in open-market transactions at a weighted average price of $23.74 for gross proceeds of approximately $380,554.

Key Details

  • Transaction dates: March 14, 2026 (RSU/derivative conversion and tax withholding) and March 16, 2026 (open-market sale).
  • Prices and values: tax withholding—4,318 shares at $23.24 = $100,350; open-market sale—16,030 shares at weighted avg $23.74 = ~$380,554. The sale prices ranged from $23.60 to $23.95 (per filing footnote).
  • Transaction types/codes: M = exercise/conversion of derivative (12,036 shares); F = tax withholding (4,318 shares surrendered); S = open-market sale (16,030 shares).
  • Plan/footnotes: The sale was executed under a Rule 10b5-1 trading plan adopted June 13, 2025 (footnote F1). RSUs convert one-for-one into common shares (F3); the RSU grant dated March 14, 2022 vests in four annual installments beginning March 14, 2023 (F4).
  • Shares owned after transaction: not specified in the provided filing excerpt.
  • Filing timeliness: Form 4 was filed on March 16, 2026 for transactions reported on March 14, 2026, which is within the normal Form 4 filing window (no late filing indicated).

Context

  • The sequence (derivative conversion + tax withholding + open-market sale) is consistent with an RSU vesting event where shares are delivered, some are withheld to cover taxes, and additional shares may be sold. The filing notes the open-market sale was made under a pre-established 10b5-1 plan, which schedules sales in advance and is common for insiders. These sales are routine disclosures of insider activity and do not, by themselves, indicate company performance or management sentiment.