GAP director granted 9,903 stock units

BREWER BRADY reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

BREWER BRADY reported acquisition or exercise transactions in this Form 4 filing.

GAP Inc. director Brady Brewer received additional equity-based compensation. On June 30, 2026, Brewer was granted 9,903 stock units, each representing a contingent right to receive one share of GAP Inc. common stock. These units are immediately vested, bringing his total stock units to 18,385.

He was also granted 303.4138 dividend equivalent rights, each economically equivalent to one share of common stock. Both the stock units and dividend equivalent rights are immediately vested, but delivery of the underlying shares is deferred until three years from the grant date, unless further deferred, or earlier upon the end of his Board service.

Insider Trade Summary

Grant/Award: 10,206.4138 shares

Grant/Award 2 txns

Insider BREWER BRADY

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Dividend Equivalent Rights	303.4138	$0.00	$0.00
Grant/Award	Stock Units	9,903	$0.00	$0.00

Holdings After Transaction: Dividend Equivalent Rights — 303.4138 contracts (Direct); Stock Units — 18,385 contracts (Direct)

Footnotes (5)

1. F1. Each dividend equivalent right is the economic equivalent of one share of Gap Inc. common stock.
2. F2. The dividend equivalent rights accrued on stock units originally granted on June 30, 2025, and are immediately vested. Vested shares are delivered to the reporting person no sooner than three years from the date of grant, unless further deferred, or immediately upon cessation of service as a member of the Board, if earlier.
3. F3. Not applicable.
4. F4. Each stock unit represents a contingent right to receive one share of Gap Inc. common stock.
5. F5. Each stock unit is immediately vested. However, delivery of the shares is deferred until three years from the date of grant, unless further deferred, or immediately upon cessation of service as a member of the Board, if earlier.

Key Figures

Stock units granted: 9,903 stock units Dividend equivalent rights granted: 303.4138 rights Stock units after grant: 18,385 stock units +2 more

5 metrics

Stock units granted 9,903 stock units Grant on June 30, 2026

Dividend equivalent rights granted 303.4138 rights Grant on June 30, 2026

Stock units after grant 18,385 stock units Holdings following June 30, 2026 transaction

Price per unit $0.00 per unit Compensation grant, not a market purchase

Underlying security Common Stock Each unit or right linked to one common share

Key Terms

Dividend Equivalent Rights, stock unit, contingent right, immediately vested

4 terms

Dividend Equivalent Rights financial

"The dividend equivalent rights accrued on stock units originally granted on June 30, 2025"

Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.

stock unit financial

"Each stock unit represents a contingent right to receive one share of Gap Inc. common stock"

contingent right financial

"Each stock unit represents a contingent right to receive one share of Gap Inc. common stock"

immediately vested financial

"Each stock unit is immediately vested. However, delivery of the shares is deferred"

FAQ

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

What did GAP (GAP) director Brady Brewer receive in this Form 4 filing?

Brady Brewer received 9,903 stock units and 303.4138 dividend equivalent rights, all tied to GAP Inc. common stock. These awards are immediately vested but share delivery is deferred under the company’s director compensation terms.

How many stock units does Brady Brewer hold after this GAP (GAP) award?

After the June 30, 2026 grant, Brady Brewer holds 18,385 stock units. Each unit represents a contingent right to receive one share of GAP Inc. common stock at a future settlement date.

What are dividend equivalent rights mentioned in the GAP (GAP) Form 4?

Dividend equivalent rights are awards economically equivalent to one share of GAP Inc. common stock. In this filing, 303.4138 such rights accrued on earlier stock units and are immediately vested, mirroring the value of common stock dividends.

When will Brady Brewer receive shares from these GAP (GAP) stock units?

Although the stock units are immediately vested, GAP Inc. will deliver the underlying shares three years from the grant date, unless further deferred, or earlier if Brewer’s Board service ends sooner.

Are the GAP (GAP) stock unit and dividend equivalent awards market purchases?

No. The Form 4 describes grant or award acquisitions, not open-market purchases. The units and dividend equivalent rights are part of GAP Inc.’s compensation arrangements for Board service, rather than discretionary stock buying.

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

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Accepted by SEC EDGAR 07/01/2026 - 04:54 PM 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^*

BREWER BRADY

(Last) (First) (Middle)

TWO FOLSOM STREET

(Street)

SAN FRANCISCO CALIFORNIA 94105-1205

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

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

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
Dividend Equivalent Rights(1)	$0.0	06/30/2026		A		303.4138		(2)	(3)	Common Stock	303.4138	$0.0	303.4138	D
Stock Units(4)	$0.0	06/30/2026		A		9,903		(5)	(3)	Common Stock	9,903	$0.0	18,385	D

Explanation of Responses:

1. Each dividend equivalent right is the economic equivalent of one share of Gap Inc. common stock.

2. The dividend equivalent rights accrued on stock units originally granted on June 30, 2025, and are immediately vested. Vested shares are delivered to the reporting person no sooner than three years from the date of grant, unless further deferred, or immediately upon cessation of service as a member of the Board, if earlier.

3. Not applicable.

4. Each stock unit represents a contingent right to receive one share of Gap Inc. common stock.

5. Each stock unit is immediately vested. However, delivery of the shares is deferred until three years from the date of grant, unless further deferred, or immediately upon cessation of service as a member of the Board, if earlier.

	By: Susanna Zhang, Power of Attorney For: Brady Brewer	07/01/2026
	** 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)