[Form 4] GAP INC Insider Trading Activity

Rhea-AI Filing Summary

Robert J. Fisher, a director and 10% owner of Gap Inc. (GAP), reported a non-derivative transaction on 09/15/2025 where 135,000 shares of Common Stock were disposed of under code G (gift) at a price of $0. After the reported transaction, Mr. Fisher directly held 12,835,433 shares, and had additional indirect holdings of 132,257 shares via spouse, 3,329,502 shares via a trust, and 22,015,000 shares via limited partnerships.

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Corporate Governance Expert

TL;DR: Insider reported a gift of 135,000 GAP shares; ownership remains concentrated across direct and indirect holdings.

The filing documents a G code transaction indicating a gift of 135,000 Gap shares on 09/15/2025. The reporting person retains a sizable direct stake of 12.8 million shares with substantial indirect positions through family and entities totaling over 25 million shares. As a governance signal, a gift is typically non-monetary and does not indicate a market sale; however, the transaction modestly changes the distribution of beneficial ownership. Given the large retained holdings, the transaction is not material to control.

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

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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 ROBERT J

(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)
09/15/2025

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	09/15/2025		G		135,000	D	$0	12,835,433	D
Common Stock								132,257	I	By Spouse
Common Stock								3,329,502	I	By Trust
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:

	/s/ Jane Spray, Attorney-in-Fact	09/17/2025
	** 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).
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.

FAQ

What transaction did Robert J. Fisher report on Form 4 for GAP?

The Form 4 reports a gift (code G) of 135,000 GAP common shares on 09/15/2025 with a reported price of $0.

How many GAP shares does Robert J. Fisher directly own after the transaction?

He directly beneficially owned 12,835,433 shares following the reported transaction.

Does Robert J. Fisher have indirect holdings in GAP?

Yes. The filing shows indirect holdings of 132,257 shares by spouse, 3,329,502 shares by a trust, and 22,015,000 shares by limited partnerships.

What does transaction code 'G' mean on the Form 4?

Transaction code G indicates the transfer was a gift, which is why the price is reported as $0.

Who signed the Form 4 and when was it signed?

The form is signed by Jane Spray, Attorney-in-Fact on 09/17/2025 on behalf of the reporting person.