Form 4: William Fisher Sells 243K GAP Shares at $23.82 Avg

Rhea-AI Filing Summary

William Sydney Fisher reported a sale of 243,064 shares of The Gap, Inc. (GAP) executed on 09/04/2025 at a weighted average price of $23.8154 per share. The filing lists his beneficial ownership following the reported transactions as 3,453,453 shares held indirectly by a trust, 150,061 shares held indirectly by spouse, and 22,015,000 shares held indirectly by limited partnerships. The form was signed by an attorney-in-fact on 09/05/2025. The filer certified that the reported sale was executed in multiple trades at prices ranging from $23.50 to $23.985 and offered to provide full trade details on request.

Positive

• None.

Negative

• Insider disposition: William Sydney Fisher reported a sale of 243,064 GAP shares on 09/04/2025 at a weighted average price of $23.8154.
• Range disclosed: The filing states the trades occurred at prices between $23.50 and $23.985, indicating multiple transactions rather than a single block trade.

Insights

Securities Analyst

TL;DR: Insider sale of 243,064 GAP shares at ~$23.82 is disclosed; overall indirect holdings remain substantial.

The Form 4 discloses an open-market disposition of 243,064 shares executed across multiple trades at prices between $23.50 and $23.985, producing a weighted average of $23.8154. Post-transaction beneficial holdings are shown as large indirect positions across a trust, spouse and limited partnerships, totaling tens of millions of shares when combined. This disclosure is routine for a Section 16 reporting person and provides transparency about an insider liquidity event but does not by itself quantify timing intent or broader portfolio changes.

Corporate Governance Expert

TL;DR: Filing meets Section 16 reporting requirements; sale documented and signature provided by attorney-in-fact.

The submission includes the required signature by an attorney-in-fact and an explicit explanation of the weighted average price calculation, which supports compliance and traceability. Large indirect holdings remain disclosed, indicating continued significant beneficial ownership despite the reported sale. There is no additional corporate action, insider role change, or regulatory exception noted in the filing.

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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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 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)
09/04/2025

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	09/04/2025		S		243,064	D	$23.8154(1)	3,453,453	I	By Trust
Common Stock								15,936,165	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 $23.50 to $23.985. 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	09/05/2025
	** 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 did William Sydney Fisher report on Form 4 for GAP (GPS)?

The Form 4 reports a sale of 243,064 shares executed on 09/04/2025 at a weighted average price of $23.8154.

How many GAP shares does the filing show William Fisher beneficially owns after the transaction?

The filing lists beneficial holdings of 3,453,453 shares by trust, 150,061 shares by spouse, and 22,015,000 shares by limited partnerships.

Were the sale prices for the GAP shares reported as a single price or a range?

The filing explains the sale was executed in multiple trades at prices ranging from $23.50 to $23.985, with the reported figure reflecting a weighted average.

Who signed the Form 4 for William Fisher?

The Form 4 is signed by /s/ Jane Spray, Attorney-in-Fact with the signature date shown as 09/05/2025.

Does the Form 4 indicate any change in the reporting person’s role at GAP?

No. The form continues to identify the reporting person as a Director and a 10% owner, with no role change disclosed.