Gap Inc (GAP) officer reports stock award vesting and share sale

Rhea-AI Filing Summary

Gap Inc.'s Chief Business & Strat Officer Eric Chan reported equity award activity on January 8, 2026. He acquired 16,564 shares of Common Stock at a price of $0.0, and disposed of 6,305 shares of Common Stock at $26.61 per share. After these transactions, he directly held 22,612.946 shares of Gap Inc. Common Stock.

On the derivative side, Chan reported a disposition of 16,564 Restricted Stock Units at an exercise price of $0.0, with 91,267 Restricted Stock Units remaining beneficially owned. Each restricted stock unit represents a contingent right to receive one share of Gap Inc. Common Stock, and the balance of his holdings was adjusted to reflect shares acquired under the Gap Inc. Employee Stock Purchase Plan.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Chan Eric Kayen

(Last) (First) (Middle)

TWO FOLSOM STREET

(Street)

SAN FRANCISCO CA 94105-1205

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GAP INC [ GAP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Business & Strat Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/08/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/08/2026		M		16,564	A	$0.0	28,917.946(1)	D
Common Stock	01/08/2026		F		6,305	D	$26.61	22,612.946	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit(2)	$0.0	01/08/2026		D			16,564	(3)	(3)	Common Stock	16,564	$0.0	91,267	D

Explanation of Responses:

1. Balance adjusted to reflect shares acquired under the Gap Inc. Employee Stock Purchase Plan (ESPP).

2. Each restricted stock unit represents a contingent right to receive one share of Gap Inc. Common Stock.

3. On January 8, 2024, the reporting person was granted 66,256 restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the grant date.

	By: De Anna Mekwunye, Power of Attorney For: Eric Chan	01/09/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did Gap Inc (GAP) report for Eric Chan on January 8, 2026?

Gap Inc reported that Chief Business & Strat Officer Eric Chan acquired 16,564 shares of Common Stock at $0.0 per share and disposed of 6,305 shares at $26.61 per share on January 8, 2026.

How many Gap Inc (GAP) common shares does Eric Chan hold after the reported Form 4 transactions?

Following the reported transactions, Eric Chan directly beneficially owned 22,612.946 shares of Gap Inc. Common Stock.

What happened to Eric Chan's Restricted Stock Units in this Gap Inc (GAP) Form 4 filing?

The filing shows a disposition of 16,564 Restricted Stock Units at an exercise price of $0.0, leaving 91,267 Restricted Stock Units beneficially owned after the transaction.

What does each Restricted Stock Unit represent in the Gap Inc (GAP) filing for Eric Chan?

Each Restricted Stock Unit represents a contingent right to receive one share of Gap Inc. Common Stock, as described in the footnotes.

Was there any adjustment related to the Gap Inc (GAP) Employee Stock Purchase Plan in this Form 4?

Yes. A footnote explains that the balance was adjusted to reflect shares acquired under the Gap Inc. Employee Stock Purchase Plan (ESPP).

What is Eric Chan's role at Gap Inc (GAP) as disclosed in the Form 4?

Eric Chan is identified as an officer of Gap Inc, serving as Chief Business & Strat Officer.

Is this Gap Inc (GAP) Form 4 filed by more than one reporting person?

No. The document indicates that the Form 4 is filed by one reporting person, namely Eric Chan.