Filing Details

Accession Number:
0001179110-15-012804
Form Type:
4
Zero Holdings:
No
Publication Time:
2015-09-01 16:20:34
Reporting Period:
2015-08-28
Filing Date:
2015-09-01
Accepted Time:
2015-09-01 16:20:34
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
39911 Gap Inc GPS Retail-Family Clothing Stores (5651) 941697231
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1079847 J John Fisher One Maritime Plaza, Suite 1400
San Francisco CA 94111
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2015-08-28 5,029,850 $33.00 17,726,544 No 4 P Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 27,000,000 Indirect By Fisher Core Holdings L.P.
Common Stock 42,268 Indirect By Spouse
Common Stock 3,581,500 Indirect By Trust
Common Stock 1,600,000 Indirect By Trust
Common Stock 442,014 Indirect By Trust
Common Stock 20,000 Indirect By Limited Partnerships
Footnotes
  1. On August 28, 2015 (the "Transfer Date"), the reporting person acquired shares of The Gap, Inc. common stock ("Gap Common Stock"), and cash in lieu of fractional shares, from certain trusts in exchange for assets (the "Transferred Assets") having an estimated fair market value of $166 million. An additional payment may be made in cash or a promissory note (a) by the trusts to the reporting person equal to the amount (if any) that the appraised fair market value of the Transferred Assets as of the Transfer Date exceeds their estimated fair market value, plus interest, or (b) by the reporting person to the trusts equal to the amount (if any) that the appraised fair market value of the Transferred Assets as of the Transfer Date is less than their estimated fair market value, plus interest. The $32.995 price per share was determined based on the estimated fair market value of the Transferred Assets, divided by the mean high/low price as reported by the NYSE.
  2. The reporting person is a general partner of Fisher Core Holdings L.P., a Delaware limited partnership ("Fisher Holdings") that owns the reported securities. As a general partner of Fisher Holdings, the reporting person may be deemed to have indirect beneficial ownership of all 81,000,000 shares of Gap Common Stock of which Fisher Holdings has beneficial ownership. However, the reporting person disclaims beneficial ownership of all shares of Gap Common Stock held by Fisher Holdings except to the extent of his direct and indirect pecuniary interest therein.