Gap director Fisher shifts 6.0M shares via partnerships

GAP INC (GAP) reported a Form 4 for director and ten percent owner William Sydney Fisher reflecting an internal equity restructuring rather than market trades.

Rhea-AI Filing Summary

GAP INC (GAP) reported a Form 4 for director and ten percent owner William Sydney Fisher reflecting an internal equity restructuring rather than market trades. On 2026-08-31, entities associated with Fisher completed a transaction coded J, described as a pro rata distribution for no consideration involving common stock held through limited partnerships.

The filing shows an indirect disposition of 6,004,089 shares of common stock held "By Limited Partnerships," with indirect holdings through those partnerships reported as 16,010,911 shares following the transaction. It also reports an associated acquisition of 4,089 shares into Fisher’s direct ownership, with direct holdings of 15,924,823 shares afterward, plus additional indirect holdings of 150,901 shares "By Spouse" and 2,753,453 shares "By Trust." No Rule 10b5-1 trading plan is indicated.

Insider Trade Summary

Other: 6,008,178 shares

Other 4 txns

Insider FISHER WILLIAM SYDNEY

Role Director, 10% Owner

Type	Security	Shares	Price	Value
Other	Common Stock F1	6,004,089	$0.00	$0.00
Other	Common Stock F1	4,089	$0.00	$0.00
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 16,010,911 shares (Indirect, By Limited Partnerships); Common Stock — 15,924,823 shares (Direct); Common Stock — 150,901 shares (Indirect, By Spouse); Common Stock — 2,753,453 shares (Indirect, By Trust)

Footnotes (1)

1. F1. Represents a pro rata distribution for no consideration.

Key Figures

Indirect shares disposed by Limited Partnerships: 6,004,089 shares Indirect holdings by Limited Partnerships after transaction: 16,010,911 shares Direct shares acquired: 4,089 shares +3 more

6 metrics

Indirect shares disposed by Limited Partnerships 6,004,089 shares Code J pro rata distribution for no consideration on 2026-08-31

Indirect holdings by Limited Partnerships after transaction 16,010,911 shares GAP common stock indirectly owned following 2026-08-31 transaction

Direct shares acquired 4,089 shares Code J acquisition into direct ownership on 2026-08-31

Direct holdings after transaction 15,924,823 shares GAP common stock directly owned by William Sydney Fisher after 2026-08-31

Indirect holdings by Spouse 150,901 shares GAP common stock indirectly owned "By Spouse" as of 2026-08-31

Indirect holdings by Trust 2,753,453 shares GAP common stock indirectly owned "By Trust" as of 2026-08-31

Key Terms

pro rata distribution, Limited Partnerships, indirect ownership, ten percent owner

4 terms

pro rata distribution financial

"Represents a pro rata distribution for no consideration."

A pro rata distribution is when a company or organization shares out money, assets, or benefits evenly among all eligible people based on their size or share. For example, if a company makes a profit and distributes it to shareholders, each person gets a portion proportional to how many shares they own. It ensures everyone gets their fair part based on their ownership or stake.

Limited Partnerships financial

"nature_of_ownership: By Limited Partnerships"

A limited partnership is a business structure with two types of partners: one or more general partners who run the business and carry full legal responsibility for its debts, and one or more limited partners who contribute money but do not take part in daily management and whose legal responsibility is capped at the amount they invested. For investors, this setup matters because it separates control from financial risk—like founders steering a boat while passive backers fund the trip—and determines who makes decisions, how profits and losses flow to owners for taxes, and how easily an investor can sell their stake.

indirect ownership financial

"direct_or_indirect: I, ownership_type: indirect"

ten percent owner regulatory

"is_ten_percent_owner: 1"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did William Sydney Fisher report in GAP (GAP) common stock?

William Sydney Fisher reported a code J transaction in GAP common stock, described as a pro rata distribution for no consideration on 2026-08-31, involving shares held through limited partnerships and a small related shift into his direct ownership.

How many GAP (GAP) shares were distributed by Fisher’s limited partnerships?

Entities associated with William Sydney Fisher reported an indirect disposition of 6,004,089 shares of GAP common stock held "By Limited Partnerships" in a pro rata distribution for no consideration, leaving 16,010,911 shares indirectly held through those limited partnerships after the transaction.

How many GAP (GAP) shares does William Sydney Fisher hold directly after the transaction?

After the 2026-08-31 restructuring, William Sydney Fisher’s direct holdings of GAP common stock are reported as 15,924,823 shares. As part of the same event, he acquired 4,089 shares into direct ownership at a reported price of $0.0000 per share, reflecting a non-cash shift.

What indirect GAP (GAP) holdings by William Sydney Fisher’s spouse and trust are reported?

The filing reports indirect GAP common stock holdings of 150,901 shares "By Spouse" and 2,753,453 shares "By Trust" as of 2026-08-31. These positions are classified as indirect ownership separate from Fisher’s direct holdings and the limited partnership holdings.

Was William Sydney Fisher’s GAP (GAP) transaction under a Rule 10b5-1 plan?

No. The Form 4 indicates the Rule 10b5-1 checkbox is not affirmed, and there is no footnote stating that the 2026-08-31 transactions in GAP common stock were effected pursuant to a Rule 10b5-1 or other pre-arranged trading plan.

Were any derivatives involved in William Sydney Fisher’s GAP (GAP) Form 4 filing?

No. The derivative summary shows no derivative transactions reported in this Form 4. All reported positions and movements for William Sydney Fisher on 2026-08-31 relate to GAP common stock, not to options, warrants, or other derivative securities.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/31/2026 - 07:24 PM EDT Accepted by SEC EDGAR 08/31/2026 - 07:23 PM EDT Learn about SEC filing dates

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

FISHER WILLIAM SYDNEY

(Last) (First) (Middle)

1300 EVANS AVENUE, NO. 880154

(Street)

SAN FRANCISCO CALIFORNIA 94188

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/31/2026

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

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

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

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	08/31/2026		J(1)		6,004,089	D	$0	16,010,911	I	By Limited Partnerships
Common Stock	08/31/2026		J(1)		4,089	A	$0	15,924,823	D
Common Stock								150,901	I	By Spouse
Common Stock								2,753,453	I	By Trust

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

Explanation of Responses:

1. Represents a pro rata distribution for no consideration.

	/s/ Jane Spray, Attorney-in-Fact	08/31/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)