Statement of Changes in Beneficial Ownership (4)
December 21 2021 - 4:41PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
*
Green Nancy |
2. Issuer Name and Ticker or Trading Symbol
GAP INC
[
GPS
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President & CEO, Old Navy |
(Last)
(First)
(Middle)
TWO FOLSOM ST |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/18/2021 |
(Street)
SAN FRANCISCO, CA 94105-1205
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 12/18/2021 | | M | | 11399 | A | $0.0 | 124276 | D | |
Common Stock | 12/18/2021 | | F(1) | | 11399 | D | $16.82 | 112877 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Restricted Stock Unit | $0.0 (2) | 12/18/2021 | | M | | | 11399 | (3) | (4) | Common Stock | 11399 | $0.0 | 303933 | D | |
Explanation of Responses: |
(1) | Mandatory tax withholding on vesting of restricted stock units due to retirement eligibility. |
(2) | Each restricted stock unit represents a contingent right to receive one share of Gap Inc. Common Stock. |
(3) | The restricted stock units for which the reporting person is retirement eligible vest 26,206 shares on March 18, 2022, 97,289 shares on each of March 16, 2022 and March 16, 2023, 20,000 shares on July 15, 2022 and 5,043 shares on each of October 8, 2022, October 8, 2023 and October 8, 2024. Vesting (but not distribution) is accelerated on retirement eligibility, subject to the RSUs being held for at least one year following the grant date. |
(4) | Not applicable. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Green Nancy TWO FOLSOM ST SAN FRANCISCO, CA 94105-1205 |
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| President & CEO, Old Navy |
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Signatures
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By: JoAnne Zinman, Power of Attorney For: Nancy Green | | 12/21/2021 |
**Signature of Reporting Person | Date |
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