Form 4: GAP Inc. Director Kathryn Hall Reports Future Equity Compensation Transactions

Kathryn A. Hall, a Director at GAP Inc., reported future transactions involving the acquisition and settlement of common stock, stock units, and dividend equivalent rights, effective June 30, 2025.

Summary

• Kathryn A. Hall, a Director of GAP Inc., reported transactions scheduled for June 30, 2025, related to her equity compensation.
• Acquired 2,572 shares of Common Stock through a transaction coded 'M' (likely exercise or vesting) at a price of $0.0, bringing her direct ownership to 2,572 shares.
• Acquired an additional 20,631 shares of Common Stock through a transaction coded 'M' at a price of $0.0, increasing her direct ownership to 23,203 shares.
• Indirectly holds 3,389,284 shares of Common Stock through KBRWJ Investors LP, where Ms. Hall, through KHALL LLC, has sole voting and dispositive power in a fiduciary capacity, though she disclaims beneficial ownership except for her pecuniary interest.
• Acquired 1,381.6228 Dividend Equivalent Rights (DERs) at $0.0, increasing her direct DER ownership to 3,798.8595. These DERs accrued on stock units originally granted on June 30, 2022, June 30, 2023, and June 30, 2024, and are immediately vested, with share delivery deferred.
• Disposed of 2,572.9646 DERs at $0.0, which were issued as Common Stock, reducing her direct DER ownership to 1,225.8949. These DERs were settled from those accrued on stock units granted on June 30, 2022.
• Acquired 8,482 Stock Units at $0.0, increasing her direct Stock Unit ownership to 55,264. These units are immediately vested, with share delivery deferred.
• Disposed of 20,631 Stock Units at $0.0, which were issued as Common Stock, reducing her direct Stock Unit ownership to 34,633. These units were settled from those granted on June 30, 2022.

Sentiment

Score: 5

Explanation: This is a neutral filing reporting routine insider transactions related to equity compensation. It does not convey positive or negative sentiment about the company's performance or outlook.

Future Outlook

No forward-looking statements or guidance are provided in this document, as it primarily reports scheduled insider transactions.

Industry Context

This document is a routine insider transaction report (Form 4) and does not provide broader industry context or trends. It details a director's equity compensation activities within GAP Inc.

Related Party Transactions

• Indirect beneficial ownership of 3,389,284 shares of Common Stock through KBRWJ Investors LP, where Ms. Hall is the sole managing member of KHALL LLC, the general partner of KBRWJ, and has sole voting and dispositive power over these shares in a fiduciary capacity. Ms. Hall disclaims beneficial ownership except to the extent of her indirect pecuniary interest therein.

Key Dates

Keywords

GAP Inc., GAP, Form 4, SEC Filing, Insider Transaction, Beneficial Ownership, Stock Units, Dividend Equivalent Rights, Director, Equity Compensation, Kathryn A. Hall