Gap Inc (NYSE: GAP) director and 10% owner discloses stock sales

Rhea-AI Filing Summary

Gap Inc. insider activity shows that a director and 10% owner reported open-market stock sales in December 2025. On December 11, 2025, a trust associated with the insider sold 88,860 shares of common stock at a weighted-average price of $26.82, executed in multiple trades between $26.75 and $27.075. On December 12, 2025, the trust sold an additional 11,140 shares at a weighted-average price of $26.81, in trades ranging from $26.75 to $26.88.

Following these transactions, the insider reports beneficial ownership of 2,753,453 shares held through a trust, 15,922,115 shares held directly, 150,061 shares held indirectly through a spouse, and 22,015,000 shares held indirectly through limited partnerships. The filing emphasizes that the reported sale prices are weighted averages and that full trade-by-trade details are available upon request.

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
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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^*

FISHER WILLIAM SYDNEY

(Last) (First) (Middle)

1300 EVANS AVENUE, NO. 880154

(Street)

SAN FRANCISCO CA 94188

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/11/2025

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	12/11/2025		S		88,860	D	$26.82(1)	2,764,593	I	By Trust
Common Stock	12/12/2025		S		11,140	D	$26.81(2)	2,753,453	I	By Trust
Common Stock								15,922,115	D
Common Stock								150,061	I	By Spouse
Common Stock								22,015,000	I	By Limited Partnerships

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. This transaction was executed in multiple trades at prices ranging from $26.75 to $27.075. The price reported above reflects the weighted average sales price. 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.

2. This transaction was executed in multiple trades at prices ranging from $26.75 to $26.88. The price reported above reflects the weighted average sales price. 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.

	/s/ Jane Spray, Attorney-in-Fact	12/15/2025
	** 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 stock sales were reported at Gap Inc (GAP)?

The filing reports two open-market sales of Gap Inc. common stock by a director and 10% owner. On December 11, 2025, a trust associated with the insider sold 88,860 shares at a weighted-average price of $26.82. On December 12, 2025, the trust sold 11,140 shares at a weighted-average price of $26.81.

What is the reporting person’s relationship to Gap Inc (GAP)?

The reporting person is identified as both a Director and a 10% Owner of Gap Inc. according to the relationship section of the filing.

How many Gap Inc shares does the insider beneficially own after the reported trades?

After the reported December 2025 transactions, the insider reports beneficial ownership of 2,753,453 shares held through a trust, 15,922,115 shares held directly, 150,061 shares held indirectly through a spouse, and 22,015,000 shares held indirectly through limited partnerships.

At what prices were the Gap Inc (GAP) shares sold in December 2025?

The December 11, 2025 sale had a weighted-average price of $26.82 per share, with individual trades between $26.75 and $27.075. The December 12, 2025 sale had a weighted-average price of $26.81 per share, with trades between $26.75 and $26.88.

How were the reported sale prices for Gap Inc (GAP) shares calculated?

For both reported transactions, the sale prices disclosed are weighted-average prices across multiple trades. The filing notes that the reporting person will provide full details of the number of shares and specific prices for each trade upon request.

Does the Gap Inc insider hold shares directly or through intermediaries?

The insider holds Gap Inc common stock both directly and indirectly. Reported holdings include shares held directly, through a trust, by a spouse, and by limited partnerships, reflecting multiple forms of beneficial ownership.