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BCS

Current Report · Items 5.02, 7.01, 9.01 · 8-K

GAP INC

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

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On September 15, 2025, the board of directors (the “Board”) of The Gap, Inc. (the “Company”) appointed Jody Gerson to serve as a director of the Company, with such appointment effective the same day. In connection with Ms.…

Filed Sep 15, 2025Accepted Sep 15, 2025, 4:18 PM EDTCIK 39911Accession 0000039911-25-000114
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Company context

Current securities

Recent company filings

  1. 4 filingSep 16, 2026
  2. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory ArrangementsSep 15, 2026
  3. SCHEDULE 13D/A - filed by FISHER JOHN J regarding GAP INCSep 4, 2026
  4. SCHEDULE 13D/A - filed by FISHER ROBERT J regarding GAP INCSep 4, 2026
  5. SCHEDULE 13D/A - filed by FISHER WILLIAM SYDNEY regarding GAP INCAug 31, 2026

Disclosure sections

Items 5.02, 7.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On September 15, 2025, the board of directors (the “Board”) of The Gap, Inc. (the “Company”) appointed Jody Gerson to serve as a director of the Company, with such appointment effective the same day. In connection with Ms. Gerson's appointment to the Board, she received Company stock units with an initial aggregate value of $185,000 (based on the then-current fair market value of the Company's common stock) upon the effective date of her appointment. The terms of the stock units are consistent with the stock units for the Company's other non-employee directors, as described under the heading "Compensation of Directors" in the Company's 2025 proxy statement, which description is incorporated herein by reference. Ms. Gerson will also receive a pro rata portion of the current $95,000 annual cash retainer amount for fiscal 2025 that the Company pays to non-employee directors for service as a director. There are no arrangements or understandings between Ms. Gerson and any other person pursuant to which she was appointed as a director, and she has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure. On September 15, 2025, the Company issued a press release announcing the election of Jody Gerson to serve as a director of the Company. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information provided pursuant to this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished to the Securities and Exchange Commission and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Filed exhibits (1)
EX-99.1 (by filename) ex991-gersonbodpressrelease.htm

EX-99.1 2 ex991-gersonbodpressrelease.htm EX-99.1 Document Exhibit 99.1 Gap Inc. Appoints Jody Gerson to Board of Directors SAN FRANCISCO - September 15, 2025 at 1:15 pm PT - Gap Inc. (NYSE: GAP) today announced the appointment of Jody Gerson, Chairman and CEO of Universal Music Publishing Group (UMPG), to the company’s Board of Directors, effective immediately. A trailblazer in global music and entertainment, Gerson brings more than three decades of leadership at the forefront of culture, where she has championed creativity, inclusion, and innovation. As the first female CEO of a major music publisher and the first woman to chair a global music company, she has transformed UMPG into a creative powerhouse for songwriters and artists worldwide. “Jody is a cultural force in her own right,” said Richard Dickson, President and CEO of Gap Inc. “Her insights into fashiontainment - our platform at the intersection of fashion, music and celebrity - are unmatched. At Gap Inc., we’ve always believed that style is a form of storytelling, and Jody’s ability to amplify voices and shape cultural moments will be invaluable as we continue redefining what it means to be an iconic, purpose-…

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