Statement of Changes in Beneficial Ownership (4)
July 02 2021 - 4:29PM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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
*
FISHER WILLIAM SYDNEY |
2. Issuer Name and Ticker or Trading Symbol
GAP INC
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GPS
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
1300 EVANS AVENUE, NO. 880154 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/30/2021 |
(Street)
SAN FRANCISCO, CA 94188
(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 | 6/30/2021 | | M | | 4939 (1) | A | $0 | 10985451 | D | |
Common Stock | 6/30/2021 | | M | | 606 (2) | A | $0 | 10986057 | D | |
Common Stock | 7/2/2021 | | S | | 5000 | D | $33.43 (3) | 145599 | I | By Spouse |
Common Stock | | | | | | | | 27000000 | I | By FCH TBMS LLC (4) |
Common Stock | | | | | | | | 489269 | I | By Trust |
Common Stock | | | | | | | | 15000 | I | By Limited Partnerships |
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 |
Stock Units | $0 | 6/30/2021 | | M | | | 4939 | (1) | (1) | Common Stock | 4939 | $0 | 0 | D | |
Dividend Equivalent Rights | $0 | 6/30/2021 | | M | | | 606.3642 | (2) | (2) | Common Stock | 606.3642 | $0 | 0 | D | |
Explanation of Responses: |
(1) | 4,939 shares were issued in settlement of the stock units originally granted to the reporting person on June 30, 2018. Each stock unit represented the right to receive one share of The Gap, Inc. common stock ("Gap Common Stock"). |
(2) | 606 shares were issued in settlement of dividend equivalent rights on the above-referenced stock units originally granted to the reporting person on June 30, 2018. Each equivalent right was the economic equivalent of one share of Gap Common Stock. |
(3) | This transaction was executed in multiple trades at prices ranging from $33.40 to $33.495. 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. |
(4) | The reporting person is the sole manager and a member of FCH TBMS LLC, a Delaware limited liability company that owns the reported securities. As manager of FCH TBMS LLC, the reporting person may be deemed to have indirect beneficial ownership of the 27,000,000 shares of Gap Common Stock of which FCH TBMS LLC has beneficial ownership. The reporting person disclaims beneficial ownership of all shares of Gap Common Stock held by FCH TBMS LLC except to the extent of his pecuniary interest therein. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
FISHER WILLIAM SYDNEY 1300 EVANS AVENUE, NO. 880154 SAN FRANCISCO, CA 94188 | X | X |
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Signatures
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/s/ Jane Spray, Attorney-in-fact | | 7/2/2021 |
**Signature of Reporting Person | Date |
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