SEC Form 4 · accession 0001179110-18-009398

GAP INC · GAP

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director · 10% Owner

Period of report

Jun 30, 2018

Accepted (ET)

Jul 3, 2018 · 6:04 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 Stock^F1	Jun 30, 2018	M	3,667	$0.00	A	8,992,195	D
Common Stock^F2	Jun 30, 2018	M	433	$0.00	A	8,992,628	D
Common Stock	holding	—	—		—	125,195	I	By Spouse
Common Stock^F3	holding	—	—		—	27,000,000	I	By FCH TBME LLC
Common Stock	holding	—	—		—	980,779	I	By Trusts
Common Stock	holding	—	—		—	15,000	I	By Limited Partnerships

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Units^F1	$0.00	Jun 30, 2018	M	3,667	D	—	—	Common Stock	3,667	0	D
Dividend Equivalent Rights^F2	$0.00	Jun 30, 2018	M	434	D	—	—	Common Stock	434	0	D

F13,667 shares were issued in settlement of the stock units originally granted to the reporting person on June 30, 2015. Each stock unit represented the right to receive one share of The Gap, Inc. common stock ("Gap Common Stock").
F2433 shares were issued in settlement of dividend equivalent rights on the above-referenced stock units originally granted to the reporting person on June 30, 2015. Each equivalent right was the economic equivalent of one share of Gap Common Stock.
F3The reporting person is the sole manager and a member of FCH TBME LLC, a Delaware limited liability company that owns the reported securities. As manager of FCH TBME LLC, the reporting person may be deemed to have an indirect beneficial ownership of the 27,000,000 shares of Gap Common Stock of which FCH TBME LLC has beneficial ownership. The reporting person disclaims beneficial ownership of all shares of Gap Common Stock held by FCH TBME LLC except to the extent of his pecuniary interest therein.