Gap Inc. (GAP) CEO settles 226K RSUs, pays taxes in stock
Rhea-AI Filing Summary
GAP INC (GAP) reported insider equity activity by President & CEO Richard Dickson. On August 22, 2026, he exercised or converted 109,649 and 116,502 restricted stock units into an equal number of shares of common stock. These RSUs, each representing a contingent right to one Gap Inc. share, were originally granted on August 22, 2023 under two vesting schedules. In related transactions, a total of 122,007 common shares were delivered or withheld at $19.80 per share for payment of exercise price or tax liability.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 104,144 shares
Net Buy
6 txns
Insider
DICKSON RICHARD
Role
President & CEO, Gap Inc.
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit F1, F2 | 109,649 | $0.00 | $0.00 |
| Exercise | Restricted Stock Unit F1, F3 | 116,502 | $0.00 | $0.00 |
| Exercise | Common Stock | 109,649 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 59,155 | $19.80 | $1.17M |
| Exercise | Common Stock | 116,502 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 62,852 | $19.80 | $1.24M |
Holdings After Transaction:
Restricted Stock Unit — 491,189 shares (Direct);
Common Stock — 790,555.346 shares (Direct)
Footnotes (3)
- F1. Each restricted stock unit represents a contingent right to receive one share of Gap Inc. Common Stock.
- F2. On August 22, 2023, the reporting person was granted 438,596 restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the grant date.
- F3. On August 22, 2023, the reporting person was granted 466,008 restricted stock units, vesting fifty percent of the total grant on the first anniversary of the grant date, twenty-five percent on the second anniversary of the grant date, and the remaining twenty-five percent on the third anniversary of the grant date.
Key Figures
RSUs converted: 109,649 restricted stock units
Additional RSUs converted: 116,502 restricted stock units
Shares delivered/withheld (F code): 59,155 shares
+5 more
8 metrics
RSUs converted
109,649 restricted stock units
Converted into 109,649 shares of Common Stock on August 22, 2026
Additional RSUs converted
116,502 restricted stock units
Converted into 116,502 shares of Common Stock on August 22, 2026
Shares delivered/withheld (F code)
59,155 shares
Common Stock, payment of exercise price or tax liability at $19.80 per share
Additional shares delivered/withheld (F code)
62,852 shares
Common Stock, payment of exercise price or tax liability at $19.80 per share
F-code price
$19.80 per share
Price used for delivery/withholding of 122,007 shares of Common Stock
RSU grant size
438,596 restricted stock units
Granted August 22, 2023, vesting in four equal annual installments
Second RSU grant size
466,008 restricted stock units
Granted August 22, 2023, vesting 50%/25%/25% over three years
Total RSUs exercised
226,151 restricted stock units
Exercise or conversion transactions on August 22, 2026
Key Terms
Restricted Stock Unit, derivative security, Payment of exercise price or tax liability, vesting
4 terms
Restricted Stock Unit financial
"Each restricted stock unit represents a contingent right to receive one share"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
Payment of exercise price or tax liability financial
"transaction_code_description": "Payment of exercise price or tax liability by delivering"
vesting financial
"restricted stock units, vesting in four equal annual installments"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
FAQ
What did GAP (GAP) CEO Richard Dickson report in this Form 4?
He reported exercising or converting 226,151 restricted stock units into common stock on August 22, 2026, and delivering or withholding 122,007 common shares at $19.80 per share for payment of exercise price or tax liability.
What are the key details of the GAP (GAP) CEO’s RSU grants referenced in this filing?
On August 22, 2023, Richard Dickson was granted 438,596 RSUs vesting in four equal annual installments and 466,008 RSUs vesting 50% after one year, 25% after two years, and 25% after three years.
Were the GAP (GAP) CEO’s transactions made under a Rule 10b5-1 trading plan?
The filing’s Rule 10b5-1 checkbox is not checked, and the footnotes do not state that the August 22, 2026 transactions were made pursuant to a Rule 10b5-1 or similar trading plan.
Does the Form 4 show any open derivative positions for GAP (GAP) held by the CEO?
The derivative position summary in this Form 4 is empty, indicating no remaining derivative securities (such as options or RSUs) are listed in this particular report.
AI-generated analysis. How Rhea-AI works. Not financial advice.
