SEC Form 4 · accession 0000039911-15-000088
GAP INC · GAP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sabrina Simmons
Officer — EVP & CFO
Period of report
Mar 17, 2015
Accepted (ET)
Mar 19, 2015 · 7:51 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000039911
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 17, 2015 | M | 25,864 | $0.00 | A | 39,972 | D | |
| Common Stock | Mar 17, 2015 | F | 13,495 | $41.28 | D | 26,477 | D | |
| Common StockF3 | Mar 17, 2015 | S | 14,108 | $41.1391 | D | 12,369 | D | |
| Common StockF4 | Mar 18, 2015 | S | 12,369 | $41.4352 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance SharesF1,F5 | $0.00 | Mar 17, 2015 | M | 25,864 | D | — | — | Common Stock | 25,864 | 29,498 | D |
Explanation of responses
- F1Each Performance Share represents a contingent right to receive one share of Gap Inc. Common Stock.
- F2The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 8, 2014.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.98 to $41.34, inclusive. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.03 to $41.61, inclusive. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F5On March 17, 2014, the Company's Compensation and Management Development Committee certified that the reporting person earned 51,728 Performance Shares following completion of a three-year (2011-2013) performance cycle under the Company's Long-Term Growth Program, with half of the award vesting on the certification date and the remainder vesting on the anniversary of such date (subject to the reporting person's continued service with the Company).