GSP / Barclays Bank PLC - ZC SP REDEEM 12/06/2036 USD 50 - Документы SEC, Годовой отчет, Доверенное заявление

Action Required: Must be returned by [ ]

Exhibit 10.5 Action Required: Must be returned by [ ] Deferral Election for Performance Shares The Gap, Inc. 2016 Long-Term Incentive Plan Name (Last, First, Middle Initial) Employee Number You may use this form to: ☐ Indicate the percentage of your annual award of performance-based restricted stock units (“Performance Shares”) under The Gap, Inc. 2016 Long-Term Incentive Plan (the “Plan”) that yo

Action Required: Must be returned by [ ]

Exhibit 10.3 Action Required: Must be returned by [ ] Deferral Election for RSU Award The Gap, Inc. 2016 Long-Term Incentive Plan Name (Last, First, Middle Initial) Employee Number You may use this form to: ☐ Indicate the percentage of your annual award of restricted stock units under The Gap, Inc. 2016 Long-Term Incentive Plan (the “Plan”) that you wish to defer. Your elected percentage will appl

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 2, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC.

THE GAP, INC. DEFERRED RESTRICTED STOCK UNIT AWARD AGREEMENT

Exhibit 10.2 Award No. THE GAP, INC. DEFERRED RESTRICTED STOCK UNIT AWARD AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the “Award”) of Restricted Stock Units (each Restricted Stock Unit shall be referred to as a “Stock Award”) which represent the right to receive shares of the Company’s common stock, $0.05 par value (the “Shares”) subject to the fulfillment

THE GAP, INC. SENIOR EXECUTIVE SEVERANCE PLAN (As amended and restated effective August 12, 2025)

Exhibit 10.1 THE GAP, INC. SENIOR EXECUTIVE SEVERANCE PLAN (As amended and restated effective August 12, 2025) TABLE OF CONTENTS Page 1. Events That Trigger Benefits 1 2. Plan Eligibility 1 3. Benefits Ineligibility 2 (a) Ineligible Classification 2 (b) Other Ineligible Terminations 3 (c) Failure to Perform Satisfactorily 3 (d) Successor Employment and Other Professional Relationships 4 (e) Other

THE GAP, INC. DEFERRED PERFORMANCE SHARE AGREEMENT

Exhibit 10.4 Award No. THE GAP, INC. DEFERRED PERFORMANCE SHARE AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the “Award”) of Performance Shares, which represent the right to receive shares of the Company’s common stock, $0.05 par value (the “Shares”) subject to the fulfillment of performance and vesting conditions and all of the terms and conditions other co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 28, 2025 THE GAP, INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 28, 2025 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number)

Gap Inc. Reports Second Quarter Fiscal 2025 Results Net sales flat versus last year, with comparable sales positive for the 6th consecutive quarter Diluted earnings per share of $0.57 up 6% versus last year Cash, cash equivalents and short-term inves

Exhibit 99.1 Gap Inc. Reports Second Quarter Fiscal 2025 Results Net sales flat versus last year, with comparable sales positive for the 6th consecutive quarter Diluted earnings per share of $0.57 up 6% versus last year Cash, cash equivalents and short-term investments of $2.4 billion up 13% versus last year Reaffirms outlook for fiscal 2025 net sales growth SAN FRANCISCO – August 28, 2025 – Gap I

Gap Inc. Appoints Maggie Gauger as Athleta President and Chief Executive Officer Gauger Brings Three Decades of Successful Leadership in Women’s Active Apparel

Gap Inc. Appoints Maggie Gauger as Athleta President and Chief Executive Officer Gauger Brings Three Decades of Successful Leadership in Women’s Active Apparel [JULY 29, 2025] SAN FRANCISCO—Gap Inc. (NYSE: GAP) today announced Maggie Gauger will join the company as Global Brand President and CEO of Athleta effective August 1, as Chris Blakeslee steps down from the role. “As we continue to reinvigo

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 25, 2025 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 3, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC. (E

Exhibit 1.01

Exhibit 1.01 Conflict Minerals Report of The Gap, Inc. In accordance with Rule 13p-1 under the Securities Exchange Act of 1934 I.Introduction This is the Conflict Minerals Report of The Gap, Inc. (the “Company,” “we,” “us,” or “our”) for calendar year 2024 in accordance with Rule 13p-1 promulgated under the Securities Exchange Act of 1934 (the “1934 Act”), as amended (“Rule 13p-1”). Please refer t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT THE GAP, INC. (Exact name of the registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorpor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT THE GAP, INC. (Exact name of the registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) Two Folsom Street San Francisco, California 94105 (Address of pri

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 29, 2025 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (IR

Gap Inc. Reports First Quarter Fiscal 2025 Results Net sales increased 2% versus last year with comparable sales up 2% 9th consecutive quarter of market share gains Operating margin of 7.5% improved 140 basis points versus last year Cash, cash equiva

Exhibit 99.1 Gap Inc. Reports First Quarter Fiscal 2025 Results Net sales increased 2% versus last year with comparable sales up 2% 9th consecutive quarter of market share gains Operating margin of 7.5% improved 140 basis points versus last year Cash, cash equivalents and short-term investments of $2.2 billion up 28% versus last year SAN FRANCISCO – May 29, 2025 – Gap Inc. (NYSE: GAP), the largest

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 20, 2025 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (IR

Annual Report 2024 Dear Shareholders, Fiscal 2024 was a year of meaningful progress for Gap Inc. where we continued to perform while we transform and successfully navigate a highly dynamic environment to deliver an exceptional year. Transformation of

fy2024ars Annual Report 2024 Dear Shareholders, Fiscal 2024 was a year of meaningful progress for Gap Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Registr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

DESCRIPTION OF REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 4.4 DESCRIPTION OF REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The Gap, Inc. ("Gap", the "Company," "our" and "us") has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: our common stock. The following summary of the terms of our common stock is based upon our Restated Certificate of

THE GAP, INC. 2016 LONG-TERM INCENTIVE PLAN (As Amended and Restated Effective as of July 1, 2024)

Exhibit 10.12 THE GAP, INC. 2016 LONG-TERM INCENTIVE PLAN (As Amended and Restated Effective as of July 1, 2024) THE GAP, INC., having adopted The Gap, Inc. 2016 Long-Term Incentive Plan (formerly known as the “1996 Stock Option and Award Plan,” the “2006 Long-Term Incentive Plan” and “2011 Long-Term Incentive Plan”) (the “Plan”) effective as of March 26, 1996, and having amended the Plan on sever

Table of Contents SECTION PAGE NUMBER

Exhibit 19 THE GAP, INC. SECURITIES LAW COMPLIANCE MANUAL FOR COMPANY INSIDERS Last updated November 2024 Table of Contents SECTION PAGE NUMBER Purpose 3 Persons Subject to this Manual 3 Transactions Subject to this Manual 3 Trading on Inside Information 4 Blackout Policy 4 Prohibited Transactions 5 Rule 10b5-1 6 Anti-Trust Law 6 Insider Trading Policy 7 Attachment B 10 Rule 10b5-1: Insider Tradin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☑ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended February 1, 2025 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC. (Exact n

The Gap, Inc. Subsidiary List as of February 1, 2025 Athleta (ITM) Inc. California Athleta LLC Delaware Athleta, Inc. Delaware Banana Republic (Apparel), LLC California Banana Republic (ITM) Inc. California Banana Republic (Japan) Y.K. Tokyo, Japan B

Exhibit 21 The Gap, Inc. Subsidiary List as of February 1, 2025 Athleta (ITM) Inc. California Athleta LLC Delaware Athleta, Inc. Delaware Banana Republic (Apparel), LLC California Banana Republic (ITM) Inc. California Banana Republic (Japan) Y.K. Tokyo, Japan Banana Republic, LLC Delaware Context-Based 4 Casting (C-B4) Ltd. Israel Context-Based 4 Casting Inc. Delaware Corporate HQ Support Mexico,

THE GAP, INC. PERFORMANCE SHARE AGREEMENT

Exhibit 10.2 Award No. THE GAP, INC. PERFORMANCE SHARE AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the “Award”) of Performance Shares, which represent the right to receive shares of the Company’s common stock, $0.05 par value (the “Shares”) subject to the fulfillment of performance and vesting conditions and all of the terms and conditions other conditions

THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT

Exhibit 10.1 Award No. THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the “Award”) of Restricted Stock Units (each Restricted Stock Unit shall be referred to as a “Stock Award”) which represent the right to receive shares of the Company’s common stock, $0.05 par value (the “Shares”) subject to the fulfillment of the ve

THE GAP, INC. DIRECTOR STOCK UNIT AGREEMENT

Exhibit 10.3 Grant No. THE GAP, INC. DIRECTOR STOCK UNIT AGREEMENT The Gap, Inc. (the “Company”) hereby grants to (the “Director”), the number of Stock Units under the Company's 2016 Long-Term Incentive Plan (the “Plan”) indicated below. This award is subject to all of the terms and conditions contained in this Director Stock Unit Agreement, including the terms and conditions contained in the atta

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 10, 2025 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State of incorporation) (Commission File Number) (IRS Employer Identific

Gap Inc. Reports Fourth Quarter and Fiscal 2024 Results; Provides Fiscal 2025 Outlook 2024 net sales increased 1% versus last year with comparable sales up 3% All four brands gained market share in the year Full year operating income of $1.1 billion

Exhibit 99.1 Gap Inc. Reports Fourth Quarter and Fiscal 2024 Results; Provides Fiscal 2025 Outlook 2024 net sales increased 1% versus last year with comparable sales up 3% All four brands gained market share in the year Full year operating income of $1.1 billion grew over 80% versus last year Generated $1.5 billion in operating cash flow for the year SAN FRANCISCO – March 6, 2025 – Gap Inc. (NYSE:

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 6, 2025 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 2, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-7562 THE GAP, IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 21, 2024 THE GAP, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 21, 2024 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number

Gap Inc. Reports Third Quarter Fiscal 2024 Results, Raises Full Year Outlook Net sales increased 2% versus last year with comparable sales up 1% Operating margin of 9.3% improved 270 basis points versus last year Market share gains across all brands

Exhibit 99.1 Gap Inc. Reports Third Quarter Fiscal 2024 Results, Raises Full Year Outlook Net sales increased 2% versus last year with comparable sales up 1% Operating margin of 9.3% improved 270 basis points versus last year Market share gains across all brands in the quarter Raises outlook for fiscal 2024 net sales, gross margin and operating income growth SAN FRANCISCO – November 21, 2024 – Gap

GAP / The Gap, Inc. / DODGE & COX - SC 13G/A Passive Investment

SC 13G/A 1 d812233dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 6)* THE GAP, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 364760108 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 8, 2024 THE GAP, INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 8, 2024 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State of incorporation) (Commission File Number) (IRS Employer Identifi

AMENDMENT NO. 1 TO THE GAP, INC. PERFORMANCE SHARE AGREEMENT

Exhibit 10.1 Award No. AMENDMENT NO. 1 TO THE GAP, INC. PERFORMANCE SHARE AGREEMENT This amendment (the “Amendment”) amends the grant of a target number of Performance Shares equal to [ ] granted by The Gap, Inc. (the "Company") to [ ] (the "Employee"), pursuant to an agreement dated [ ] (the “Award Agreement”). Capitalized terms used herein that are not defined shall have the meaning set forth in

THE GAP, INC. SENIOR EXECUTIVE SEVERANCE PLAN Participation Agreement

Exhibit 10.2 THE GAP, INC. SENIOR EXECUTIVE SEVERANCE PLAN Participation Agreement THIS PARTICIPATION AGREEMENT (this “Agreement”) is made and entered into as of July 10, 2024 by and between Chris Blakeslee (the “Executive”) and The Gap, Inc. (the “Company”). The Executive is eligible to participate in The Gap, Inc. Senior Executive Severance Plan (the “Plan”). The Executive accepts participation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 3, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC.

RESTATED CERTIFICATE OF INCORPORATION THE GAP, INC.

Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF THE GAP, INC. THE GAP, INC., a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: 1. The name of this corporation is THE GAP, INC. The Gap, Inc. was originally incorporated under the name of GAP ACQUISITION CORPORATION, and the original Certificate of Incorporation of the corporation was file

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 29, 2024 THE GAP, INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 29, 2024 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number)

Gap Inc. Reports Second Quarter Fiscal 2024 Results, Provides Updated Full Year Outlook Net sales increased 5% versus last year with market share gains for the 6th consecutive quarter Comparable sales were up 3% driven by strength at Old Navy and Gap

Exhibit 99.1 Gap Inc. Reports Second Quarter Fiscal 2024 Results, Provides Updated Full Year Outlook Net sales increased 5% versus last year with market share gains for the 6th consecutive quarter Comparable sales were up 3% driven by strength at Old Navy and Gap Operating margin of 7.9% improved 490 basis points versus last year Increases outlook for fiscal 2024 gross margin and operating income

THE GAP, INC. SENIOR EXECUTIVE SEVERANCE PLAN (Effective July 1, 2024)

Exhibit 10.1 THE GAP, INC. SENIOR EXECUTIVE SEVERANCE PLAN (Effective July 1, 2024) TABLE OF CONTENTS Page 1. Events That Trigger Benefits............................................................................................. 1 2. Plan Eligibility................................................................................................................... 1 3. Benefits Ineligibility....

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 28, 2024 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (I

Transactions involving shares of Common Stock of the Issuer during the past 60 days

EX-99.1 2 tm2416731d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Transactions involving shares of Common Stock of the Issuer during the past 60 days On April 10, 2024, a trust of which John J. Fisher is a trustee gifted 21,659 shares. On May 29, 2024, a trust of which John J. Fisher is a trustee gifted 2,500,000 shares to a trust of which John J. Fisher has sole voting power. On May 29, 2024, a trust of

BR:GPSI34 / The Gap, Inc. - Depositary Receipt (Common Stock) / FISHER JOHN J - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 364760-10-8 (CUSIP Number) with copies to: Jane A. Spray Douglas D. Smith, Esq. Pisces, Inc. Gibson, Dunn & Crutcher LLP 1300 Evans Avenue, No. 880154 One Embarcadero Center Suite

Exhibit 1.01

Exhibit 1.01 Conflict Minerals Report of The Gap, Inc. In accordance with Rule 13p-1 under the Securities Exchange Act of 1934 I.Introduction This is the Conflict Minerals Report of The Gap, Inc. (the “Company,” “we,” “us,” or “our”) for calendar year 2023 in accordance with Rule 13p-1 promulgated under the Securities Exchange Act of 1934 (the “1934 Act”), as amended (“Rule 13p-1”). Please refer t

BR:GPSI34 / The Gap, Inc. - Depositary Receipt (Common Stock) / FISHER WILLIAM SYDNEY - SC 13D/A Activist Investment

SC 13D/A 1 tm2416184d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 364760-10-8 (CUSIP Number) with copies to: Jane A. Spray Douglas D. Smith, Esq. Pisces, Inc. Gibson, Dunn & Crutcher LLP 1300 Evans Avenu

Transactions involving shares of Common Stock of the Issuer during the past 60 days

EX-99.1 2 tm2416184d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Transactions involving shares of Common Stock of the Issuer during the past 60 days On May 29, 2024, a trust of which William S. Fisher is a trustee gifted 2,500,000 shares. On May 29, 2024, a trust in which William S. Fisher has sole voting power received a gift of 4,000,000 shares.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 4, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC. (E

AMENDMENT NO. 1 AND LIMITED WAIVER TO FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT

Exhibit 10.4 EXECUTION VERSION AMENDMENT NO. 1 AND LIMITED WAIVER TO FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT AMENDMENT NO. 1 AND LIMITED WAIVER TO FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this “Amendment”), dated as of March 27, 2024, by and among The Gap, Inc., a Delaware corporation (the “Parent Borrower”), the Lenders (as defined in the Credit Agreement, and compri

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report THE GAP, INC. (Exact name of the registrant as specified in its charter) Delaware 1-7562 (State or other jurisdiction of incorporation) (Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report THE GAP, INC. (Exact name of the registrant as specified in its charter) Delaware 1-7562 (State or other jurisdiction of incorporation) (Commission file number) Two Folsom Street San Francisco, California 94105 (Address of principal executive offices) (Zip code) Julie Gruber, Esq. Executiv

Gap Inc. Reports First Quarter Fiscal 2024 Results, Raises Full Year Guidance Net sales increased 3% versus last year with market share gains for the 5th consecutive quarter Comparable sales were positive at all four brands in the portfolio Operating

Exhibit 99.1 Gap Inc. Reports First Quarter Fiscal 2024 Results, Raises Full Year Guidance Net sales increased 3% versus last year with market share gains for the 5th consecutive quarter Comparable sales were positive at all four brands in the portfolio Operating margin expansion reflects improvement in gross margin and operating expense SAN FRANCISCO – May 30, 2024 – Gap Inc. (NYSE: GPS), the lar

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 30, 2024 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (IR

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 7, 2024 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (IRS

STATE OF DELAWARE CERTIFICATE OF AMENDMENT OF THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF THE GAP, INC.

STATE OF DELAWARE CERTIFICATE OF AMENDMENT OF THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF THE GAP, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

THE GAP, INC. PERFORMANCE SHARE AGREEMENT

Exhibit 10.67 Award No. THE GAP, INC. PERFORMANCE SHARE AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the “Award”) of Performance Shares, which represent the right to receive shares of the Company’s common stock, $0.05 par value (the “Shares”) subject to the fulfillment of performance and vesting conditions and all of the terms and conditions other conditions

Two Folsom Street

Exhibit 10.60 Two Folsom Street San Francisco, CA 94105 July 18, 2023 Chris Blakeslee Dear Chris, It is our pleasure to offer you a position at Gap Inc. We’re a company driven by passion, innovation and a focus on quality—the same characteristics we look for in our employees. You reflect these values and we feel confident you will find rewarding opportunities with us. This letter sets forth our of

DESCRIPTION OF REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 4.4 DESCRIPTION OF REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The Gap, Inc. ("Gap", the "Company," "our" and "us") has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: our common stock. The following summary of the terms of our common stock is based upon our Amended and Restated Cer

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☑ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended February 3, 2024 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC. (Exact n

THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT

Exhibit 10.66 Award No. THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the “Award”) of Restricted Stock Units (each Restricted Stock Unit shall be referred to as a “Stock Award”) which represent the right to receive shares of the Company’s common stock, $0.05 par value (the “Shares”) subject to the fulfillment of the v

The Gap, Inc. Subsidiary List as of February 3, 2024 Athleta (ITM) Inc. California Athleta LLC Delaware Athleta, Inc. Delaware Banana Republic (Apparel), LLC California Banana Republic (ITM) Inc. California Banana Republic (Japan) Y.K. Tokyo, Japan B

Exhibit 21 The Gap, Inc. Subsidiary List as of February 3, 2024 Athleta (ITM) Inc. California Athleta LLC Delaware Athleta, Inc. Delaware Banana Republic (Apparel), LLC California Banana Republic (ITM) Inc. California Banana Republic (Japan) Y.K. Tokyo, Japan Banana Republic, LLC Delaware Context-Based 4 Casting (C-B4) Ltd. Israel Context-Based 4 Casting Inc. Delaware Corporate HQ Support Mexico,

Executive Compensation Recoupment Policy Last Updated: August 7, 2023

Exhibit 97 Executive Compensation Recoupment Policy Last Updated: August 7, 2023 The Compensation and Management Development Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of The Gap, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant CHECK THE APPROPRIATE BOX: ☑ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

THE GAP, INC. PERFORMANCE SHARE AGREEMENT

Exhibit 10.2 Award No. THE GAP, INC. PERFORMANCE SHARE AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the “Award”) of Performance Shares, which represent the right to receive shares of the Company’s common stock, $0.05 par value (the “Shares”) subject to the fulfillment of performance and vesting conditions and all of the terms and conditions other conditions

THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT

Exhibit 10.1 Award No. THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the “Award”) of Restricted Stock Units (each Restricted Stock Unit shall be referred to as a “Stock Award”) which represent the right to receive shares of the Company’s common stock, $0.05 par value (the “Shares”) subject to the fulfillment of the ve

THE GAP, INC. DIRECTOR STOCK UNIT AGREEMENT

Exhibit 10.3 Grant No. THE GAP, INC. DIRECTOR STOCK UNIT AGREEMENT The Gap, Inc. (the “Company”) hereby grants to (the “Director”), the number of Stock Units under the Company's 2016 Long-Term Incentive Plan (the “Plan”) indicated below. This award is subject to all of the terms and conditions contained in this Director Stock Unit Agreement, including the terms and conditions contained in the atta

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 13, 2024 THE GAP, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 13, 2024 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State of incorporation) (Commission File Number) (IRS Employer Identific

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 7, 2024 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (I

Gap Inc. Reports Fourth Quarter and Fiscal 2023 Results; Provides Fiscal 2024 Outlook Fourth Quarter Net Sales Increased with Market Share Gains Fourth Quarter Operating Margin Expansion Reflects Continued Financial and Operational Rigor Full Year Op

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GPS / The Gap, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0994-gapincthe.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: Gap Inc/The Title of Class of Securities: Common Stock CUSIP Number: 364760108 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule purs

GPS / The Gap, Inc. / DODGE & COX - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 5 )* THE GAP, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 364760108 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

Two Folsom Street

Exhibit 10.1 Two Folsom Street San Francisco, CA 94105 August 17, 2023 Bob L. Martin Dear Bobby: This letter is to confirm the amendments below to your offer letter dated August 1, 2022. Effective August 22, 2023, you will step down as Interim Chief Executive Officer and continue as Executive Chair of The Gap, Inc. (the “Company” or “Gap Inc.”). You will report directly to the Company’s Board of D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 28, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-7562 THE GAP, IN

Gap Inc. Reports Third Quarter Fiscal 2023 Results

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Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 16, 2023 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number

GPS / Gap, Inc. / FISHER JOHN J - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 364760-10-8 (CUSIP Number) with copies to: Jane A. Spray Douglas D. Smith, Esq. Pisces, Inc. Gibson, Dunn & Crutcher LLP 1300 Evans Avenue, No. 880154 555 Mission Street San Franc

GPS / Gap, Inc. / FISHER ROBERT J - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 364760-10-8 (CUSIP Number) Jane A. Spray Pisces, Inc. 1300 Evans Avenue, No. 880154 San Francisco, California 94188 (415) 288-0540 with copies to: Douglas D. Smith, Esq. Gibson, Du

Transactions involving shares of Common Stock of the Issuer during the past 60 days

EX-99.1 2 tm2326473d2ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Transactions involving shares of Common Stock of the Issuer during the past 60 days On September 6, 2023, a trust of which John J. Fisher is a trustee gifted 483,183 shares.

Transactions involving shares of Common Stock of the Issuer during the past 60 days

Exhibit 99.1 Transactions involving shares of Common Stock of the Issuer during the past 60 days On September 5, 2023, a trust of which William S. Fisher is a trustee gifted 15,833 shares.

GPS / Gap, Inc. / FISHER WILLIAM SYDNEY - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 364760-10-8 (CUSIP Number) Jane A. Spray Pisces, Inc. 1300 Evans Avenue, No. 880154 San Francisco, California 94188 (415) 288-0540 with copies to: Douglas D. Smith, Esq. Gibson, D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

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Richard Dickson Summary of Relocation Benefits Home Purchase and Sale benefits eligibility through Fiscal 2025

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 22, 2023 THE GAP, INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 22, 2023 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number)

Gap Inc. Reports Second Quarter Fiscal 2023 Results

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Richard Dickson Appointed President and Chief Executive Officer of Gap Inc. Dickson, experienced consumer product and retail industry executive, tapped to lead the global apparel retail portfolio

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Form of Make-Whole Performance Share Agreement with Richard Dickson

Exhibit 10.4 Award No. THE GAP, INC. PERFORMANCE SHARE AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the “Award”) of Performance Shares, which represent the right to receive shares of the Company’s common stock, $0.05 par value (the “Shares”) subject to the fulfillment of performance and vesting conditions and all of the terms and conditions other conditions

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 18, 2023 THE GAP, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 18, 2023 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State of incorporation) (Commission File Number) (IRS Employer Identifica

Form of Make-Whole Restricted Stock Unit Agreement with Richard Dickson

Exhibit 10.3 Award No. THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the “Award”) of Restricted Stock Units (each Restricted Stock Unit shall be referred to as a “Stock Award”) which represent the right to receive shares of the Company’s common stock, $0.05 par value (the “Shares”) subject to the fulfillment of the ve

, 2023 by and between Richard Dickson and the Company

Exhibit 10.1 Two Folsom Street San Francisco, CA 94105 July 21, 2023 Richard Dickson Dear Richard: This letter sets forth our offer to you as President and Chief Executive Officer, Gap Inc. (the “Company” or “Gap Inc.”). This is an in-office San Francisco based position (independent of the timing of the relocation of your primary residence from Southern California to the San Francisco Bay Area), s

Form of Inducement Restricted Stock Unit Agreement with Richard Dickson

Exhibit 10.2 Award No. THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the “Award”) of Restricted Stock Units (each Restricted Stock Unit shall be referred to as a “Stock Award”) which represent the right to receive shares of the Company’s common stock, $0.05 par value (the “Shares”) subject to the fulfillment of the ve

Exhibit 1.01

Exhibit 1.01 Conflict Minerals Report of The Gap, Inc. In accordance with Rule 13p-1 under the Securities Exchange Act of 1934 I.Introduction This is the Conflict Minerals Report of The Gap, Inc. (the “Company,” “we,” “us,” or “our”) for calendar year 2022 in accordance with Rule 13p-1 promulgated under the Securities Exchange Act of 1934 (the “1934 Act”), as amended (“Rule 13p-1”). Please refer t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report THE GAP, INC. (Exact name of the registrant as specified in its charter) Delaware 1-7562 (State or other jurisdiction of incorporation) (Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report THE GAP, INC. (Exact name of the registrant as specified in its charter) Delaware 1-7562 (State or other jurisdiction of incorporation) (Commission file number) Two Folsom Street San Francisco, California 94105 (Address of principal executive offices) (Zip code) Julie Gruber, Esq. Executiv

As filed with the Securities and Exchange Commission on May 26, 2023

As filed with the Securities and Exchange Commission on May 26, 2023 Registration No.

March 20, 2023

Exhibit 10.2 Two Folsom Street San Francisco, CA 94105 March 20, 2023 Gurmeet Singh Dear Gurmeet: Congratulations on your new position with Gap Inc, (the “Company” or “Gap Inc.”)! At Gap Inc. we support talent development across the company and encourage employees to seek out opportunities that best fit their interests and strengths. We feel confident your new position will provide many rewarding

POWER OF ATTORNEY OF DIRECTORS

Exhibit 24.1 POWER OF ATTORNEY OF DIRECTORS KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors of The Gap, Inc. (the “Company”) hereby constitutes and appoints Bob L. Martin, Katrina O’Connell and Julie Gruber, and each of them with power to act alone, as his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 29, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC.

February 27, 2023

Exhibit 10.1 Two Folsom Street San Francisco, CA 94105 February 27, 2023 Sally Gilligan Dear Sally: Congratulations on your new position with Gap Inc, (the “Company” or “Gap Inc.”)! At Gap Inc. we support talent development across the company and encourage employees to seek out opportunities that best fit their interests and strengths. We feel confident your new position will provide many rewardin

Calculation of Filing Fee Tables Form S-8 (Form Type) The Gap, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

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Gap Inc. Reports First Quarter Fiscal 2023 Results

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 25, 2023 THE GAP, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 25, 2023 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (IR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 9, 2023 THE GAP, INC. (Exact n

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 9, 2023 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (IRS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 25, 2023 THE GAP, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 25, 2023 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☑ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended January 28, 2023 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC. (Exact n

The Gap, Inc. Subsidiary List as of January 28, 2023 Athleta (ITM) Inc. California Athleta LLC Delaware Athleta, Inc. Delaware Banana Republic (Apparel), LLC California Banana Republic (ITM) Inc. California Banana Republic (Japan) Y.K. Tokyo, Japan B

Exhibit 21 The Gap, Inc. Subsidiary List as of January 28, 2023 Athleta (ITM) Inc. California Athleta LLC Delaware Athleta, Inc. Delaware Banana Republic (Apparel), LLC California Banana Republic (ITM) Inc. California Banana Republic (Japan) Y.K. Tokyo, Japan Banana Republic, LLC Delaware Context-Based 4 Casting (C-B4) Ltd. Israel Context-Based 4 Casting Inc. Delaware Corporate HQ Support Mexico,

GAP, INC. DEFERRED COMPENSATION PLAN (Originally Effective January 1, 2006) (As Amended and Restated Effective January 1, 2023)

Exhibit 10.12 GAP, INC. DEFERRED COMPENSATION PLAN (Originally Effective January 1, 2006) (As Amended and Restated Effective January 1, 2023) TABLE OF CONTENTS PAGE SECTION 1 INTRODUCTION 1 1.1 Purpose 1 1.2 Effective Date; Plan Year 1 1.3 Plan Administration 1 1.4 Unfunded Nature of Plan 1 SECTION 2 DEFINITIONS 2 2.1 Account 2 2.2 Accounting Date 2 2.3 Beneficiary 2 2.4 Board 2 2.5 Bonus 2 2.6 Bo

DESCRIPTION OF REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 4.4 DESCRIPTION OF REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The Gap, Inc. ("Gap", the "Company," "our" and "us") has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: our common stock. The following summary of the terms of our common stock is based upon our Amended and Restated Cer

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 8, 2023 THE GAP, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 8, 2023 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State of incorporation) (Commission File Number) (IRS Employer Identifica

THE GAP, INC. PERFORMANCE SHARE AGREEMENT

Award No. THE GAP, INC. PERFORMANCE SHARE AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the “Award”) of Performance Shares, which represent the right to receive shares of the Company’s common stock, $0.05 par value (the “Shares”) subject to the fulfillment of performance and vesting conditions and all of the terms and conditions other conditions set forth in

THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT

Award No. THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the “Award”) of Restricted Stock Units (each Restricted Stock Unit shall be referred to as a “Stock Award”) which represent the right to receive shares of the Company’s common stock, $0.05 par value (the “Shares”) subject to the fulfillment of the vesting conditi

THE GAP, INC. NON-QUALIFIED STOCK OPTION AGREEMENT

Grant No. THE GAP, INC. NON-QUALIFIED STOCK OPTION AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), a stock option (“Option”) under The Gap, Inc. 2016 Long-Term Incentive Plan (the "Plan"), to purchase shares of common stock of the Company, $0.05 par value ("Shares"). This Option is subject to all of the terms and conditions contained in this Non-Qualified Stock Option Ag

Gap Inc. Fiscal 2022 Katrina O’Connell CHIEF FINANCIAL OFFICER Bob Martin INTERIM CHIEF EXECUTIVE OFFICER FOURTH QUARTER EARNINGS RESULTS Haio Barbeito OLD NAVY CHIEF EXECUTIVE OFFICER Forward Looking Statements / Non-GAAP Financial Measures FORWARD

a4q22presentationslidesf Gap Inc. Fiscal 2022 Katrina O’Connell CHIEF FINANCIAL OFFICER Bob Martin INTERIM CHIEF EXECUTIVE OFFICER FOURTH QUARTER EARNINGS RESULTS Haio Barbeito OLD NAVY CHIEF EXECUTIVE OFFICER Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call and webcast contain forward-looking statements within the "safe harbor" provisions of

GAP INC. REPORTS FOURTH QUARTER AND FISCAL 2022 RESULTS Announces Further Cost Structure Optimization and Efforts to Simplify Operating Model; Company Has Identified $550 Million in Annualized Savings To Date Announces Changes to Executive Leadership

Exhibit 99.1 GAP INC. REPORTS FOURTH QUARTER AND FISCAL 2022 RESULTS Announces Further Cost Structure Optimization and Efforts to Simplify Operating Model; Company Has Identified $550 Million in Annualized Savings To Date Announces Changes to Executive Leadership Team SAN FRANCISCO – March 9, 2023 – Gap Inc. (NYSE: GPS), a portfolio of purpose-led, billion-dollar lifestyle brands including Old Nav

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 3, 2023 THE GAP, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 3, 2023 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (I

GPS / Gap Inc / DODGE & COX - SC 13G/A Passive Investment

SC 13G/A 1 d398907dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 4)* THE GAP, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 364760108 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

GPS / Gap Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0964-gapinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Gap Inc. Title of Class of Securities: Common Stock CUSIP Number: 364760108 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant t

U.S. $2,200,000,000 FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of July 13, 2022 THE GAP, INC. as Parent Borrower, THE SUBSIDIARIES OF THE PARENT BORROWER NAMED HEREIN, as Borrowers, THE BANKS AND FINANCIAL INSTITUTIONS NAMED HERE

Execution Version U.S. $2,200,000,000 FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of July 13, 2022 among THE GAP, INC. as Parent Borrower, THE SUBSIDIARIES OF THE PARENT BORROWER NAMED HEREIN, as Borrowers, THE BANKS AND FINANCIAL INSTITUTIONS NAMED HEREIN, as Lenders, THE BANKS NAMED HEREIN as Issuing Banks, BOFA SECURITIES, INC., JPMORGAN CHASE BANK, N.A., CITIBANK, N.A., MOR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 29, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-7562 THE GAP, IN

GAP INC. REPORTS THIRD QUARTER FISCAL 2022 RESULTS

Exhibit 99.1 GAP INC. REPORTS THIRD QUARTER FISCAL 2022 RESULTS SAN FRANCISCO ? November 17, 2022 ? Gap Inc. (NYSE: GPS), a portfolio of purpose-led, billion-dollar lifestyle brands including Old Navy, Gap, Banana Republic, and Athleta, and the largest specialty apparel company in the U.S., today reported financial results for its third quarter ended October 29, 2022. ?I have deep conviction that

Gap Inc. Fiscal 2022 Katrina O’Connell CHIEF FINANCIAL OFFICER Bob Martin INTERIM CHIEF EXECUTIVE OFFICER THIRD QUARTER EARNINGS RESULTS Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call and webc

Gap Inc. Fiscal 2022 Katrina O?Connell CHIEF FINANCIAL OFFICER Bob Martin INTERIM CHIEF EXECUTIVE OFFICER THIRD QUARTER EARNINGS RESULTS Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call and webcast contain forward-looking statements within the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statements oth

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 17, 2022 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 8, 2022 THE GAP, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 8, 2022 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number)

Richard Dickson Appointed to Gap Inc. Board of Directors

Richard Dickson Appointed to Gap Inc. Board of Directors November 8, 2022 – San Francisco – Gap Inc. announced today that Richard Dickson has been elected to the Gap Inc. Board of Directors. Dickson serves as President and Chief Operating Officer of Mattel, a leading global toy company and owner of one of the strongest catalogs of children’s and family entertainment franchises in the world. He is

GPS / Gap Inc / FISHER JOHN J - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 364760-10-8 (CUSIP Number) with copies to: Jane A. Spray Douglas D. Smith, Esq. Pisces, Inc. Gibson, Dunn & Crutcher LLP 1300 Evans Avenue, No. 880154 555 Mission Street San Franc

GPS / Gap Inc / FISHER WILLIAM SYDNEY - SC 13D/A Activist Investment

SC 13D/A 1 tm2224963d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 364760-10-8 (CUSIP Number) Jane A. Spray Pisces, Inc. 1300 Evans Avenue, No. 880154 San Francisco, California 94188 (415) 288-0540 with c

GPS / Gap Inc / FISHER ROBERT J - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 364760-10-8 (CUSIP Number) Jane A. Spray Pisces, Inc. 1300 Evans Avenue, No. 880154 San Francisco, California 94188 (415) 288-0540 with copies to: Douglas D. Smith, Esq. Gibson, Du

U.S. $2,200,000,000 FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of July 13, 2022 THE GAP, INC. as Parent Borrower, THE SUBSIDIARIES OF THE PARENT BORROWER NAMED HEREIN, as Borrowers, THE BANKS AND FINANCIAL INSTITUTIONS NAMED HERE

Exhibit 10.1 Execution Version U.S. $2,200,000,000 FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of July 13, 2022 among THE GAP, INC. as Parent Borrower, THE SUBSIDIARIES OF THE PARENT BORROWER NAMED HEREIN, as Borrowers, THE BANKS AND FINANCIAL INSTITUTIONS NAMED HEREIN, as Lenders, THE BANKS NAMED HEREIN as Issuing Banks, BOFA SECURITIES, INC., JPMORGAN CHASE BANK, N.A., CITIBA

THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT

Exhibit 10.5 Award No. THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the ?Award?) of Restricted Stock Units (each Restricted Stock Unit shall be referred to as a ?Stock Award?) which represent the right to receive shares of the Company?s common stock, $0.05 par value (the ?Shares?) subject to the fulfillment of the ve

June 2, 2022

Exhibit 10.3 Two Folsom Street San Francisco, CA 94105 June 2, 2022 Horacio Barbeito Dear Horacio: It is our pleasure to offer you a position at Gap Inc. We?re a company driven by passion, innovation and a focus on quality?the same characteristics we look for in our employees. You reflect these values and we feel confident you will find rewarding opportunities with us. This letter sets forth our o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC.

AGREEMENT AND RELEASE

Exhibit 10.4 AGREEMENT AND RELEASE This Agreement and Release (?Agreement?) is by and between Gap Inc. (?Gap?) and Sonia Syngal (?Syngal?). 1.Gap and Syngal entered into a letter agreement, dated March 4, 2020, which included a provision entitled, Termination/Severance (?Severance Agreement?). The Severance Agreement was amended in an agreement dated November 20, 2020. The Severance Agreement prov

AMENDED AND RESTATED BYLAWS THE GAP, INC. (August 15, 2022) ARTICLE I

Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF THE GAP, INC. (August 15, 2022) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle, State of Delaware. Section 2. Other Offices. The Corporation also may have offices at such other places both within and outside the State of Delaware as

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 25, 2022 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number)

GAP INC. REPORTS SECOND QUARTER FISCAL 2022 RESULTS

Exhibit 99.1 GAP INC. REPORTS SECOND QUARTER FISCAL 2022 RESULTS SAN FRANCISCO ? August 25, 2022 ? Gap Inc. (NYSE: GPS), a portfolio of purpose-led, billion-dollar lifestyle brands including Old Navy, Gap, Banana Republic, and Athleta, and the largest specialty apparel company in the U.S., today reported financial results for its second quarter ended July 30, 2022. ?This is a pivotal moment in tim

Gap Inc. Fiscal 2022 Katrina O’Connell CHIEF FINANCIAL OFFICER Bob Martin INTERIM CHIEF EXECUTIVE OFFICER SECOND QUARTER EARNINGS RESULTS Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call and web

EX-99.2 3 a2q22slidesfinal.htm EX-99.2 Gap Inc. Fiscal 2022 Katrina O’Connell CHIEF FINANCIAL OFFICER Bob Martin INTERIM CHIEF EXECUTIVE OFFICER SECOND QUARTER EARNINGS RESULTS Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call and webcast contain forward-looking statements within the "safe harbor" provisions of the Private Securities Litigatio

The Gap, Inc. Bylaws Amendment

Exhibit 3.1 The Gap, Inc. Bylaws Amendment The last paragraph of Section 6(C) of Article II of the Amended and Restated Bylaws of The Gap, Inc. is hereby amended as follows: Notwithstanding any other provision of these Bylaws, no person shall be eligible for election as a director of the Corporation at an annual meeting of stockholders unless nominated in accordance with the requirements set forth

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 15, 2022 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number)

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 11, 2022 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commis

Gap Inc.

Exhibit 10.1 Gap Inc. Two Folsom Street San Francisco, CA 94105 August 1, 2022 Bob L. Martin Dear Bobby: This letter is to confirm our offer to you as Interim President and Chief Executive Officer, Gap Inc. (?the Company? or ?Gap Inc.?). You will report directly to the Company?s Board of Directors (the ?Board?) and be given such duties, authorities and responsibilities commensurate with that of in

Execution Version U.S. $2,200,000,000 FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of July 13, 2022 among THE GAP, INC. as Parent Borrower, THE SUBSIDIARIES OF THE PARENT BORROWER NAMED HEREIN, as Borrowers, THE BANKS AND FINANCIAL

Execution Version U.S. $2,200,000,000 FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of July 13, 2022 among THE GAP, INC. as Parent Borrower, THE SUBSIDIARIES OF THE PARENT BORROWER NAMED HEREIN, as Borrowers, THE BANKS AND FINANCIAL INSTITUTIONS NAMED HEREIN, as Lenders, THE BANKS NAMED HEREIN as Issuing Banks, BOFA SECURITIES, INC., JPMORGAN CHASE BANK, N.A., CITIBANK, N.A., MOR

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 13, 2022 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (I

Gap Inc. Announces CEO Sonia Syngal to Step Down and the Appointment of Horacio “Haio” Barbeito as President and CEO of Old Navy Executive Chairman Bob Martin to Serve as Interim Gap Inc. Chief Executive Officer Company Provides Update on Second Quar

Gap Inc. Announces CEO Sonia Syngal to Step Down and the Appointment of Horacio ?Haio? Barbeito as President and CEO of Old Navy Executive Chairman Bob Martin to Serve as Interim Gap Inc. Chief Executive Officer Company Provides Update on Second Quarter Fiscal 2022 SAN FRANCISCO, July 11, 2022 ? Gap Inc. (NYSE: GPS) announced today that president and chief executive officer Sonia Syngal will step

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 11, 2022 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (I

Exhibit 1.01

EX-1.01 2 cmrcy2021exhibit101.htm EX-1.01 Exhibit 1.01 Conflict Minerals Report of The Gap, Inc. In accordance with Rule 13p-1 under the Securities Exchange Act of 1934 I.Introduction This is the Conflict Minerals Report of The Gap, Inc. (the “Company,” “we,” “us,” or “our”) for calendar year 2021 in accordance with Rule 13p-1 promulgated under the Securities Exchange Act of 1934 (the “1934 Act”),

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report THE GAP, INC. (Exact name of the registrant as specified in its charter) Delaware 1-7562 (State or other jurisdiction of incorporation) (Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report THE GAP, INC. (Exact name of the registrant as specified in its charter) Delaware 1-7562 (State or other jurisdiction of incorporation) (Commission file number) Two Folsom Street San Francisco, California 94105 (Address of principal executive offices) (Zip code) Julie Gruber, Esq. Executiv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC.

GAP INC. REPORTS FIRST QUARTER FISCAL 2022 RESULTS AND PROVIDES UPDATED FISCAL 2022 OUTLOOK

EX-99.1 2 q12022eprexhibit991.htm EX-99.1 Exhibit 99.1 GAP INC. REPORTS FIRST QUARTER FISCAL 2022 RESULTS AND PROVIDES UPDATED FISCAL 2022 OUTLOOK SAN FRANCISCO – May 26, 2022 – Gap Inc. (NYSE: GPS), a portfolio of purpose-led, billion-dollar lifestyle brands including Old Navy, Gap, Banana Republic, and Athleta, and the largest specialty apparel company in the U.S., today reported fiscal 2022 fin

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 26, 2022 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (IR

Gap Inc. Fiscal 2022 Katrina O’Connell CHIEF FINANCIAL OFFICER Sonia Syngal CHIEF EXECUTIVE OFFICER FIRST QUARTER EARNINGS RESULTS Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call and webcast co

Gap Inc. Fiscal 2022 Katrina O?Connell CHIEF FINANCIAL OFFICER Sonia Syngal CHIEF EXECUTIVE OFFICER FIRST QUARTER EARNINGS RESULTS Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call and webcast contain forward-looking statements within the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statements other tha

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 10, 2022 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (IR

GPS / Gap Inc / JPMORGAN CHASE & CO - FILING THE GAP, INC. Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 01)* THE GAP, INC. (Name of Issuer) Common Stock, $0.05 par value (Title of Class of Securities) 364760108 (CUSIP Number) April 29, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

Gap Inc. Announces Old Navy Leadership Change

Exhibit 99.1 Gap Inc. Announces Old Navy Leadership Change April 21, 2022, San Francisco, Calif. ? Gap Inc. (NYSE: GPS) announced today that Old Navy President and CEO Nancy Green is exiting the Old Navy business this week. ?We believe in the power and potential of the Old Navy brand and the contribution it will have as we execute our Power Plan strategy and drive value creation at Gap Inc.,? said

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 18, 2022 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (

GPS / Gap Inc / FISHER WILLIAM SYDNEY - SC 13D/A Activist Investment

SC 13D/A 1 tm2212262d2sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 364760-10-8 (CUSIP Number) Jane A. Spray Pisces, Inc. 1300 Evans Avenue, No. 880154 San Francisco, California 94188 (415) 288-0540 with c

GPS / Gap Inc / FISHER DORIS F - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 364760-10-8 (CUSIP Number) Jane A. Spray Pisces, Inc. 1300 Evans Avenue, No. 880154 San Francisco, California 94188 (415) 288-0540 with copies to: Douglas D. Smith, Esq. Gibson, D

Transactions involving shares of Common Stock of the Issuer during the past 60 days

Exhibit 99.1 Transactions involving shares of Common Stock of the Issuer during the past 60 days On March 17, 2022, trusts for which Doris D. Fisher is trustee distributed by gift 19,950 shares. On March 31, 2022, trusts for which Doris D. Fisher is trustee distributed by gift 8,650,179 shares. On April 4, 2022, a trust for which Doris D. Fisher is trustee distributed by gift 2,458,163 shares.

Transactions involving shares of Common Stock of the Issuer during the past 60 days

Exhibit 99.1 Transactions involving shares of Common Stock of the Issuer during the past 60 days On March 17, 2022, a trust of which Robert J. Fisher is a trustee received a gift of 1,050 shares. On March 31, 2022, a trust of which Robert J. Fisher is a trustee received a gift of 2,883,393 shares. On April 4, 2022, a trust of which Robert J. Fisher is a trustee received a gift of 819,387 shares.

Transactions involving shares of Common Stock of the Issuer during the past 60 days

Exhibit 99.1 Transactions involving shares of Common Stock of the Issuer during the past 60 days On March 17, 2022, as a change in the form of his beneficial ownership, John J. Fisher received 340,857 shares for no consideration from trusts for which he is trustee which he transferred for no consideration to another trust for which he is co-trustee and is organized exclusively for charitable purpo

Transactions involving shares of Common Stock of the Issuer during the past 60 days

Exhibit 99.1 Transactions involving shares of Common Stock of the Issuer during the past 60 days On March 17, 2022, trusts of which William S. Fisher is a trustee received gifts of 4,200 shares. On March 31, 2022, a trust of which William S. Fisher is a trustee received a gift of 2,883,393 shares. On April 4, 2022, a trust of which William S. Fisher is a trustee received a gift of 819,388 shares.

GPS / Gap Inc / FISHER ROBERT J - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 364760-10-8 (CUSIP Number) Jane A. Spray Pisces, Inc. 1300 Evans Avenue, No. 880154 San Francisco, California 94188 (415) 288-0540 with copies to: Douglas D. Smith, Esq. Gibson, Du

GPS / Gap Inc / FISHER JOHN J - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 364760-10-8 (CUSIP Number) with copies to: Jane A. Spray Douglas D. Smith, Esq. Pisces, Inc. Gibson, Dunn & Crutcher LLP 1300 Evans Avenue, No. 880154 555 Mission Street San Franc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ? Filed by the Registrant ? Filed by a Party other than the Registrant CHECK THE APPROPRIATE BOX: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A 1 gps-defa14a20220330.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended January 29, 2022 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC. (Exact n

DESCRIPTION OF REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 4.4 DESCRIPTION OF REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The Gap, Inc. ("Gap", the "Company," "our" and "us") has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: our common stock. The following summary of the terms of our common stock is based upon our Amended and Restated Cer

March 15, 2021

Exhibit 10.81 March 15, 2021 John Strain Dear John: This letter is to confirm our offer to you as Corporate Executive Vice President, Chief Digital & Technology Officer, Gap Inc. Salary. Effective on your Start Date, your annual salary will be $750,000, payable every two weeks. You are scheduled to receive a compensation review in March 2022, based on your time in the position. Start Date. Your fi

The Gap, Inc. Subsidiary List as of January 29, 2022 Athleta (ITM) Inc. California Athleta LLC Delaware Athleta, Inc. Delaware Banana Republic (Apparel), LLC California Banana Republic (ITM) Inc. California Banana Republic (Japan) Y.K. Tokyo, Japan B

Exhibit 21 The Gap, Inc. Subsidiary List as of January 29, 2022 Athleta (ITM) Inc. California Athleta LLC Delaware Athleta, Inc. Delaware Banana Republic (Apparel), LLC California Banana Republic (ITM) Inc. California Banana Republic (Japan) Y.K. Tokyo, Japan Banana Republic, LLC Delaware Context-Based 4 Casting (C-B4) Ltd. Israel Context-Based 4 Casting Inc. Delaware Corporate HQ Support Mexico,

November 3, 2021

Exhibit 10.82 November 3, 2021 MB Laughton Dear MB: This letter is to confirm our offer to you as President & Chief Executive Officer, Athleta & Canada. Salary. Effective on your Start Date, your annual salary will be $900,000, payable every two weeks. You are scheduled to receive a compensation review in March 2023, based on your time in the position. Start Date. Your first day in your new positi

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 4, 2022 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State of incorporation) (Commission File Number) (IRS Employer Identifica

THE GAP, INC. NON-QUALIFIED STOCK OPTION AGREEMENT

Exhibit 10.1 Grant No. THE GAP, INC. NON-QUALIFIED STOCK OPTION AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), a stock option (?Option?) under The Gap, Inc. 2016 Long-Term Incentive Plan (the "Plan"), to purchase shares of common stock of the Company, $0.05 par value ("Shares"). This Option is subject to all of the terms and conditions contained in this Non-Qualified St

THE GAP, INC. PERFORMANCE SHARE AGREEMENT

Exhibit 10.3 Award No. THE GAP, INC. PERFORMANCE SHARE AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the ?Award?) of Performance Shares, which represent the right to receive shares of the Company?s common stock, $0.05 par value (the ?Shares?) subject to the fulfillment of performance and vesting conditions and all of the terms and conditions other conditions

THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT

Exhibit 10.2 Award No. THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the ?Award?) of Restricted Stock Units (each Restricted Stock Unit shall be referred to as a ?Stock Award?) which represent the right to receive shares of the Company?s common stock, $0.05 par value (the ?Shares?) subject to the fulfillment of the ve

GPS / Gap Inc / DODGE & COX - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 3)* THE GAP, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 364760108 (CUSIP Number) February 28, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

GAP INC. REPORTS FOURTH QUARTER AND FISCAL YEAR 2021 RESULTS; PROVIDES 2022 OUTLOOK Fourth quarter 2021 net sales of $4.5 billion increased 2% year-over-year and were down 3% compared to 2019; Comparable sales were up 3% year-over-year and increased

Exhibit 99.1 GAP INC. REPORTS FOURTH QUARTER AND FISCAL YEAR 2021 RESULTS; PROVIDES 2022 OUTLOOK Fourth quarter 2021 net sales of $4.5 billion increased 2% year-over-year and were down 3% compared to 2019; Comparable sales were up 3% year-over-year and increased 3% versus 2019 Fiscal year 2021 net sales of $16.7 billion increased 21% year-over-year and were up 2% compared to fiscal year 2019; Comp

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 3, 2022 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (I

Gap Inc. Fiscal 2021 Katrina O’Connell CHIEF FINANCIAL OFFICER Sonia Syngal CHIEF EXECUTIVE OFFICER FOURTH QUARTER EARNINGS RESULTS Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call and webcast c

Gap Inc. Fiscal 2021 Katrina O?Connell CHIEF FINANCIAL OFFICER Sonia Syngal CHIEF EXECUTIVE OFFICER FOURTH QUARTER EARNINGS RESULTS Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call and webcast contain forward-looking statements within the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statements other th

GPS / Gap Inc / DODGE & COX - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2)* THE GAP, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 364760108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

GPS / Gap Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Gap Inc. Title of Class of Securities: Common Stock CUSIP Number: 364760108 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1

GPS / Gap Inc / JPMORGAN CHASE & CO - FILING THE GAP, INC. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* THE GAP, INC. (Name of Issuer) Common Stock, $0.05 par value (Title of Class of Securities) 364760108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

EXPLANATORY NOTE

EX-10.1 2 exhibit101q32021.htm EX-10.1 Exhibit 10.1 EXPLANATORY NOTE ON AUGUST 26, 2021, SYNCHRONY BANK (F/K/A GE CAPITAL RETAIL BANK) AND SYNCHRONY FINANCIAL (“SYNCHRONY ENTITIES”) ENTERED INTO THE SEVENTH AMENDMENT TO THE AMENDED AND RESTATED CONSUMER CREDIT CARD PROGRAM AGREEMENT BY AND AMONG THE GAP, INC. (THE “COMPANY”), GAP (PUERTO RICO), INC., GPS CONSUMER DIRECT, INC., GAP (APPAREL), LLC,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-7562 THE GAP, IN

Gap Inc. Fiscal 2021 Katrina O’Connell CHIEF FINANCIAL OFFICER Sonia Syngal CHIEF EXECUTIVE OFFICER THIRD QUARTER EARNINGS RESULTS Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call and webcast co

Gap Inc. Fiscal 2021 Katrina O?Connell CHIEF FINANCIAL OFFICER Sonia Syngal CHIEF EXECUTIVE OFFICER THIRD QUARTER EARNINGS RESULTS Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call and webcast contain forward-looking statements within the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statements other tha

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 23, 2021 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number

GAP INC. REPORTS THIRD QUARTER RESULTS

Exhibit 99.1 GAP INC. REPORTS THIRD QUARTER RESULTS ?Third quarter comparable sales increased 5% and net sales were down 1% compared to 2019 pre-COVID levels ?Significant supply chain constraints in the quarter impacted both comparable sales and net sales ?Online sales for the quarter increased 48% compared to 2019 ?Gross Margin of 42.1% for the quarter represented the highest third quarter rate i

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 10, 2021 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 9, 2021 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number)

LISA DONOHUE APPOINTED TO GAP INC. BOARD OF DIRECTORS

LISA DONOHUE APPOINTED TO GAP INC. BOARD OF DIRECTORS SAN FRANCISCO ? November 9, 2021 ? Gap Inc. (NYSE: GPS) announced today that Lisa Donohue has been elected to the Gap Inc. Board of Directors. Donohue brings 30 years of global consumer, data and digital marketing leadership, including as CEO of two of the world?s leading marketing agencies. She currently serves on the Board of Directors of NRG

Gap Inc. Announces Early Tender Results of Cash Tender Offers and Consent Solicitations for Any and All of its Senior Secured Notes

Exhibit 99.1 Gap Inc. Announces Early Tender Results of Cash Tender Offers and Consent Solicitations for Any and All of its Senior Secured Notes SAN FRANCISCO, Calif. ? September 27, 2021 ? The Gap, Inc. (NYSE: GPS) (?Gap Inc.? or the ?Company?) today announced the early tender results of its (i) offers to purchase for cash (collectively, the ?Tender Offers? and each a ?Tender Offer?) any and all

The Gap, Inc. 8.375% Senior Secured Notes due 2023 8.625% Senior Secured Notes due 2025 8.875% Senior Secured Notes due 2027 FIRST SUPPLEMENTAL INDENTURE dated as of September 27, 2021 Dated as of May 7, 2020 U.S. BANK NATIONAL ASSOCIATION, Trustee a

Exhibit 4.4 EXECUTION COPY The Gap, Inc. 8.375% Senior Secured Notes due 2023 8.625% Senior Secured Notes due 2025 8.875% Senior Secured Notes due 2027 FIRST SUPPLEMENTAL INDENTURE dated as of September 27, 2021 to INDENTURE Dated as of May 7, 2020 U.S. BANK NATIONAL ASSOCIATION, Trustee and Notes Collateral Agent FIRST SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of September

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 27, 2021 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Numbe

Gap Inc. Announces Closing of $1.5 Billion Senior Notes Offering

Exhibit 99.2 Gap Inc. Announces Closing of $1.5 Billion Senior Notes Offering SAN FRANCISCO, Calif. ? September 27, 2021 ? The Gap, Inc. (NYSE: GPS) (?Gap Inc.? or the ?Company?) today announced it has closed its previously announced offering of $1.5 billion of senior notes (the ?Notes?), consisting of $750 million aggregate principal amount of the Company?s 3.625% Senior Notes due 2029 and $750 m

THE GAP, INC. as Company and the Guarantors party hereto from time to time $750,000,000 3.625% Senior Notes due 2029 $750,000,000 3.875% Senior Notes due 2031 Dated as of September 27, 2021 U.S. Bank National Association, as Trustee, Registrar and Pa

Exhibit 4.1 Execution Version THE GAP, INC. as Company and the Guarantors party hereto from time to time $750,000,000 3.625% Senior Notes due 2029 $750,000,000 3.875% Senior Notes due 2031 INDENTURE Dated as of September 27, 2021 and U.S. Bank National Association, as Trustee, Registrar and Paying Agent TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Defini

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 13, 2021 THE GAP, INC. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 13, 2021 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Numbe

GAP INC. COMMENCES CASH TENDER OFFERS AND CONSENT SOLICITATIONS FOR ANY AND ALL OF ITS SENIOR SECURED NOTES

Exhibit 99.1 GAP INC. COMMENCES CASH TENDER OFFERS AND CONSENT SOLICITATIONS FOR ANY AND ALL OF ITS SENIOR SECURED NOTES SAN FRANCISCO, Calif. ? September 13, 2021 ?The Gap, Inc. (NYSE: GPS) (?Gap Inc.? or the ?Company?) today announced it has commenced (i) offers to purchase for cash (collectively, the ?Tender Offers? and each a ?Tender Offer?) any and all of its outstanding 8.375% Senior Secured

Gap Inc. Announces Pricing of Offering of $1.5 Billion of Senior Notes

Exhibit 99.2 Gap Inc. Announces Pricing of Offering of $1.5 Billion of Senior Notes SAN FRANCISCO, Calif. ? September 13, 2021 ?The Gap, Inc. (NYSE: GPS) (?Gap Inc.?) today announced it priced an offering (the ?Offering?) of $750 million aggregate principal amount of its 3.625% Senior Notes due 2029 (the ?2029 Notes?) and $750 million aggregate principal amount of its 3.875% Senior Notes due 2031

AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT

EXHIBIT 10.2 Execution Version AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this ?Amendment?), dated as of July 12, 2021, by and among The Gap, Inc., a Delaware corporation (the ?Parent Borrower?), the Lenders (as defined in the Credit Agreement referred to below) party hereto and Bank of America,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 26, 2021 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number)

GAP INC. REPORTS SECOND QUARTER RESULTS

Exhibit 99.1 GAP INC. REPORTS SECOND QUARTER RESULTS ?Net sales of $4.2 billion were the highest second quarter sales in over a decade, up 29% versus 2020 and up 5% compared to 2019 pre-COVID levels ?Second quarter comparable sales increased 12% versus 2019 ?Reported earnings per share for the quarter were $0.67, and $0.70 on an adjusted basis ?Reported operating margin for the quarter was 9.7%, a

Gap Inc. Fiscal 2021 Katrina O’Connell CHIEF FINANCIAL OFFICER Sonia Syngal CHIEF EXECUTIVE OFFICER SECOND QUARTER EARNINGS RESULTS Exhibit 99.2 Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call

Gap Inc. Fiscal 2021 Katrina O?Connell CHIEF FINANCIAL OFFICER Sonia Syngal CHIEF EXECUTIVE OFFICER SECOND QUARTER EARNINGS RESULTS Exhibit 99.2 Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call and webcast contain forward-looking statements within the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statem

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 3, 2021 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (IR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 1, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC. (E

CREDIT CARD PROGRAM AGREEMENT BARCLAYS BANK DELAWARE THE GAP, INC. OLD NAVY, LLC BANANA REPUBLIC, LLC ATHLETA LLC

Exhibit 10.4 ***CERTAIN MATERIAL (INDICATED BY THREE ASTERISKS IN BRACKETS) HAS BEEN OMITTED FROM THIS DOCUMENT BECAUSE IT IS BOTH (1) NOT MATERIAL AND (2) IS OF THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. CREDIT CARD PROGRAM AGREEMENT BETWEEN BARCLAYS BANK DELAWARE AND THE GAP, INC. OLD NAVY, LLC BANANA REPUBLIC, LLC ATHLETA LLC TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporatio

SD 1 formsdcy2020.htm SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) Two Folsom Street San Francisco, California 941

POWER OF ATTORNEY OF DIRECTORS

EX-24.1 4 exhibit241.htm EX-24.1 Exhibit 24.1 POWER OF ATTORNEY OF DIRECTORS KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors of The Gap, Inc. (the “Company”) hereby constitutes and appoints Sonia Syngal, Katrina O’Connell and Julie Gruber, and each of them with power to act alone, as his or her true and lawful attorneys-in-fact and agents, with full power of substitution

As filed with the Securities and Exchange Commission on May 28, 2021 Registration No. 333-UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 THE GAP, INC. (Exact name of

S-8 1 forms-8.htm S-8 As filed with the Securities and Exchange Commission on May 28, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 94-169723

Conflict Minerals Report of The Gap, Inc. In accordance with Rule 13p-1 under the Securities Exchange Act of 1934

Exhibit 1.01 Conflict Minerals Report of The Gap, Inc. In accordance with Rule 13p-1 under the Securities Exchange Act of 1934 I.Introduction This is the Conflict Minerals Report of The Gap, Inc. (the ?Company,? ?we,? ?us,? or ?our?) for calendar year 2020 in accordance with Rule 13p-1 promulgated under the Securities Exchange Act of 1934 (the ?1934 Act?), as amended (?Rule 13p-1?). Please refer t

Gap Inc. Fiscal 2021 Katrina O’ConnellCHIEF FINANCIAL OFFICERSonia SyngalCHIEF EXECUTIVE OFFICER FIRST QUARTER EARNINGS RESULTS Exhibit 99.2 Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call and

Gap Inc. Fiscal 2021 Katrina O?ConnellCHIEF FINANCIAL OFFICERSonia SyngalCHIEF EXECUTIVE OFFICER FIRST QUARTER EARNINGS RESULTS Exhibit 99.2 Forward Looking Statements / Non-GAAP Financial Measures FORWARD LOOKING STATEMENTS This conference call and webcast contain forward-looking statements within the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statements

GAP INC. REPORTS FIRST QUARTER RESULTS

Exhibit 99.1 GAP INC. REPORTS FIRST QUARTER RESULTS ?First quarter comparable sales increased 28% year-over year, and 13% versus 2019 ?Net sales of $4 billion were up 89% versus 2020 and up 8% compared to 2019 pre-COVID levels ?Reported earnings per share for the quarter were $0.43, and $0.48 on an adjusted basis ?Reported Operating Margin of 6.0% with Adjusted Operating Margin of 7.4% ?Company ra

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 27, 2021 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (IR

GAP INC. ANNOUNCES SECOND QUARTER DIVIDEND AND RESUMPTION OF SHARE REPURCHASE PROGRAM

Exhibit 99.1 GAP INC. ANNOUNCES SECOND QUARTER DIVIDEND AND RESUMPTION OF SHARE REPURCHASE PROGRAM SAN FRANCISCO ? May 11, 2021 ? Gap Inc. (NYSE: GPS) today announced its board of directors has authorized a second quarter fiscal year 2021 dividend of $0.12 per share, payable on or after July 28, 2021 to shareholders of record at the close of business on July 7, 2021. Additionally, the company anno

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 11, 2021 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction of incorporation) (Commission File Number) (IR

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 8, 2021 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State of incorporation) (Commission File Number) (IRS Employer Identifica

Transactions involving shares of Common Stock of the Issuer during the past 60 days

Exhibit 99.1 Transactions involving shares of Common Stock of the Issuer during the past 60 days On March 8, 2021, the Reporting Person transferred by gift 1,000,000 shares to a charitable organization. On March 9, 2021, the Reporting Person transferred by gift 1,000,000 shares to a charitable organization. On March 15, 2021, as a change in the form of her beneficial ownership, the Reporting Perso

Transactions involving shares of Common Stock of the Issuer during the past 60 days

Exhibit 99.1 Transactions involving shares of Common Stock of the Issuer during the past 60 days On March 8, 2021, a trust organized exclusively for charitable purposes of which Robert J. Fisher is a trustee sold 1,000,000 shares at $28.3528(1) per share. On March 9, 2021, a trust organized exclusively for charitable purposes of which Robert J. Fisher is a trustee received a gift of 1,000,000 shar

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) (CUSIP Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 364760-10-8 (CUSIP Number) Jane A. Spray Pisces, Inc. 1300 Evans Avenue, No. 880154 San Francisco, California 94188 (415) 288-0540 with copies to: Douglas D. Smith, Esq. Gibson, Du

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) (CUSIP Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* The Gap, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 364760-10-8 (CUSIP Number) Jane A. Spray Pisces, Inc. 1300 Evans Avenue, No. 880154 San Francisco, California 94188 (415) 288-0540 with copies to: Douglas D. Smith, Esq. Gibson, D

- DEFA14A

DEFA14A 1 gps2021proxyadditionalmate.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registrant CHECK THE APPROPRIATE BOX: o Preliminary Proxy Statement o Confidential, For Use of the Commissio

Compensation of Directors

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registrant CHECK THE APPROPRIATE BOX: o Preliminary Proxy Statement o Confidential, For Use of the Commission Only (as permitted by Rule 14

The Gap, Inc. Subsidiary List as of January 30, 2021

Exhibit 21 The Gap, Inc. Subsidiary List as of January 30, 2021 Athleta (ITM) Inc. California Athleta LLC Delaware Athleta, Inc. Delaware Banana Republic (Apparel), LLC California Banana Republic (ITM) Inc. California Banana Republic (Japan) Y.K. Tokyo, Japan Banana Republic, LLC Delaware Corporate HQ Support Mexico, S. de R.L. de C.V. Mexico Direct Consumer Services, LLC California Forth & Towne

November 17, 2020

Exhibit 10.82 Two Folsom Street San Francisco, CA 94105 November 17, 2020 Asheesh Saksena Dear Asheesh: It is our pleasure to offer you a position at Gap Inc. We?re a company driven by passion, innovation and a focus on quality?the same characteristics we look for in our employees. You reflect these values and we feel confident you will find rewarding opportunities with us. This letter sets forth

November 17, 2020

Exhibit 10.83 Two Folsom Street San Francisco, CA 94105 November 17, 2020 Sandra Stangl Dear Sandra: It is our pleasure to offer you a position at Gap Inc. We?re a company driven by passion, innovation and a focus on quality?the same characteristics we look for in our employees. You reflect these values and we feel confident you will find rewarding opportunities with us. This letter sets forth our

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended January 30, 2021 ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC. (Exact n

THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT

EX-10.2 3 ex-102ex2032021rsuagree.htm FORM OF RSU AGREEMENT Exhibit 10.2 Award No. THE GAP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the “Award”) of Restricted Stock Units (each Restricted Stock Unit shall be referred to as a “Stock Award”) which represent the right to receive shares of the Company’s common stock, $0.05 p

THE GAP, INC. PERFORMANCE SHARE AGREEMENT

Exhibit 10.3 Award No. THE GAP, INC. PERFORMANCE SHARE AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), an award (the ?Award?) of Performance Shares, which represent the right to receive shares of the Company?s common stock, $0.05 par value (the ?Shares?) subject to the fulfillment of performance and vesting conditions and all of the terms and conditions other conditions

THE GAP, INC. NON-QUALIFIED STOCK OPTION AGREEMENT

Exhibit 10.1 Grant No. THE GAP, INC. NON-QUALIFIED STOCK OPTION AGREEMENT The Gap, Inc. (the "Company") hereby grants to (the "Employee"), a stock option (?Option?) under The Gap, Inc. 2016 Long-Term Incentive Plan (the "Plan"), to purchase shares of common stock of the Company, $0.05 par value ("Shares"). This Option is subject to all of the terms and conditions contained in this Non-Qualified St

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 9, 2021 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State of incorporation) (Commission File Number) (IRS Employer Identifica

GAP INC. REPORTS FOURTH QUARTER AND FISCAL YEAR 2020 RESULTS; PROVIDES 2021 OUTLOOK Comparable sales were flat in the quarter, including a 49% increase in online sales; Total net sales down 5% due to store closures and COVID impacts Digitally led bus

Exhibit 99.1 GAP INC. REPORTS FOURTH QUARTER AND FISCAL YEAR 2020 RESULTS; PROVIDES 2021 OUTLOOK Comparable sales were flat in the quarter, including a 49% increase in online sales; Total net sales down 5% due to store closures and COVID impacts Digitally led business with over $6 billion in annual online sales, fueled by 183M global known customer file1, which grew 14% year over year Fiscal year

Gap Inc. Fiscal 2020 Katrina O’ConnellCHIEF FINANCIAL OFFICERSonia SyngalCHIEF EXECUTIVE OFFICER FOURTH QUARTER & FISCAL YEAR EARNINGS RESULTS Forward Looking Statements This conference call and webcast contain forward-looking statements within the "

Gap Inc. Fiscal 2020 Katrina O?ConnellCHIEF FINANCIAL OFFICERSonia SyngalCHIEF EXECUTIVE OFFICER FOURTH QUARTER & FISCAL YEAR EARNINGS RESULTS Forward Looking Statements This conference call and webcast contain forward-looking statements within the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statements other than those that are purely historical are forwar

GAP INC. APPOINTS SALAAM COLEMAN SMITH TO ITS BOARD OF DIRECTORS Former Disney Executive Brings More Than 20 Years of Leadership Experience from Top Brands in Entertainment

EX-99.4 5 q42020eprexhibit994.htm DIRECTOR PRESS RELEASE Exhibit 99.4 GAP INC. APPOINTS SALAAM COLEMAN SMITH TO ITS BOARD OF DIRECTORS Former Disney Executive Brings More Than 20 Years of Leadership Experience from Top Brands in Entertainment SAN FRANCISCO – March 4, 2021 – Gap Inc. (NYSE: GPS) announced today that Salaam Coleman Smith has been elected to serve on the Gap Inc. Board of Directors,

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 2, 2021 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State of incorporation) (Commission File Number) (IRS Employer Identifica

GAP INC. ANNOUNCES FIRST QUARTER DIVIDEND

Exhibit 99.3 GAP INC. ANNOUNCES FIRST QUARTER DIVIDEND SAN FRANCISCO ? March 2, 2021 ? Gap Inc. (NYSE: GPS) today announced its board of directors affirmed the payment of its previously approved and deferred first quarter fiscal year 2020 dividend of $0.2425 per share, payable on or after April 28, 2021 to shareholders of record at the close of business on April 7, 2021. The company also announced

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1)* THE GAP, INC. (Name of Issuer) Common Stock (Title of Class of Securities) (CUSIP Number) December 31, 2

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1)* THE GAP, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 364760108 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Gap Inc. Title of Class of Securities: Common Stock CUSIP Number: 364760108 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1

March 5, 2020

Exhibit 10.1 Two Folsom Street San Francisco, CA 94105 March 5, 2020 Sheila Peters Dear Sheila: This letter is to confirm our offer to you as Corporate Executive Vice President & Chief People Officer, Gap Inc. Salary. Effective on your Start Date, your annual salary will be $600,000, payable every two weeks. You are scheduled to receive a compensation review in March 2021, based on your time in th

November 20, 2020

Exhibit 10.6 Two Folsom Street San Francisco, CA 94105 November 20, 2020 Nancy Green Dear Nancy: This letter is to confirm the extension of the existing severance provisions, which are outlined in the “Termination/Severance” section of your offer letter dated October 5, 2020 (“Offer Letter”). The Compensation and Management Development Committee of the Board of Directors (“the Committee”) has appr

November 20, 2020

Exhibit 10.9 Two Folsom Street San Francisco, CA 94105 November 20, 2020 Sheila Peters Dear Sheila: This letter is to confirm the extension of the existing severance provisions, which are outlined in the “Termination/Severance” section of your offer letter dated March 5, 2020 (“Offer Letter”). The Compensation and Management Development Committee of the Board of Directors (“the Committee”) has app

November 20, 2020

Exhibit 10.8 Two Folsom Street San Francisco, CA 94105 November 20, 2020 Katrina O’Connell Dear Katrina: This letter is to confirm the extension of the existing severance provisions, which are outlined in the “Termination/Severance” section of your offer letter dated March 6, 2020 (“Offer Letter”). The Compensation and Management Development Committee of the Board of Directors (“the Committee”) ha

November 23, 2020

Exhibit 10.10 Two Folsom Street San Francisco, CA 94105 November 23, 2020 Sonia Syngal Dear Sonia: This letter is to confirm the extension of the existing severance provisions, which are outlined in the “Termination/Severance” section of your offer letter dated March 4, 2020 (“Offer Letter”). The Compensation and Management Development Committee of the Board of Directors (“the Committee”) has appr

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-7562 THE GAP, INC.

November 20, 2020

Exhibit 10.5 Two Folsom Street San Francisco, CA 94105 November 20, 2020 Shawn Curran Dear Shawn: This letter is to confirm the extension of the existing severance provisions, which are outlined in the “Termination/Severance” section of your offer letter dated March 5, 2020 (“Offer Letter”). The Compensation and Management Development Committee of the Board of Directors (“the Committee”) has appro

November 20, 2020

Exhibit 10.7 Two Folsom Street San Francisco, CA 94105 November 20, 2020 Julie Gruber Dear Julie: This letter is to confirm the extension of the existing severance provisions, which are outlined in the “Termination/Severance” section of your offer letter dated March 5, 2020 (“Offer Letter”). The Compensation and Management Development Committee of the Board of Directors (“the Committee”) has appro

March 5, 2020

Exhibit 10.2 Two Folsom Street San Francisco, CA 94105 March 5, 2020 Shawn Curran Dear Shawn: This letter is to confirm our offer to you as Corporate Executive Vice President & Chief Operating Officer, Gap Inc. Salary. Effective on your Start Date, your annual salary will be $750,000, payable every two weeks. You are scheduled to receive a compensation review in March 2021, based on your time in t

October 5, 2020

Exhibit 10.3 Two Folsom Street San Francisco, CA 94105 October 5, 2020 Nancy Green Dear Nancy: This letter is to confirm our offer to you as President & Chief Executive Officer, Old Navy. Salary. Effective on your Start Date, your annual salary will be $1,100,000, payable every two weeks. You are scheduled to receive a compensation review in March 2022. Start Date. Your first day in your new posit

November 23, 2020

Exhibit 10.4 Two Folsom Street San Francisco, CA 94105 November 23, 2020 Mark Breitbard Dear Mark: This letter is to confirm the extension of the existing severance provisions, which are outlined in the “Termination/Severance” section of your offer letter dated March 5, 2020 (“Offer Letter”). The Compensation and Management Development Committee of the Board of Directors (“the Committee”) has appr

Exhibit 99.3 Gap Inc. Sonia Syngal Katrina O’Connell Fiscal 2020 CHIEF EXECUTIVE OFFICER CHIEF FINANCIAL OFFICER THIRD QUARTER EARNINGS RESULTS Forward Looking Statements / Non-GAAP Financial Measures Forward Looking Statements This conference call a

q32020eprexhibit993 Exhibit 99.3 Gap Inc. Sonia Syngal Katrina O’Connell Fiscal 2020 CHIEF EXECUTIVE OFFICER CHIEF FINANCIAL OFFICER THIRD QUARTER EARNINGS RESULTS Forward Looking Statements / Non-GAAP Financial Measures Forward Looking Statements This conference call and webcast contain forward-looking statements within the "safe harbor" provisions of the Private Securities Litigation Reform Act

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 24, 2020 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State of incorporation) (Commission File Number) (IRS Employer Identi