Breitbard Mark 4

What Happened

• Mark Breitbard, President & CEO — Gap Brand, had 24,224 restricted stock units vest and converted (M) them into common shares on 2026-03-17.
• That same day he sold 119,155 shares in the open market for a weighted average price of $23.80, generating about $2,836,318, and 12,325 shares were disposed to cover tax withholding at $23.34 (about $287,666). The combined reported share dispositions on the Form 4 total 131,480 shares. These sales were executed under a pre-established Rule 10b5-1 trading plan.

Key Details

• Transaction date: March 17, 2026 (Form filed March 18, 2026 — timely).
• Open-market sale: 119,155 shares at weighted avg $23.80, proceeds ≈ $2,836,318 (prices in trades ranged $23.55–$24.12).
• Tax withholding: 12,325 shares at $23.34, value ≈ $287,666.
• RSU conversion: 24,224 shares issued on vesting (one-third of a 72,674 RSU grant made March 17, 2025).
• Footnotes: sale effected under a 10b5-1 plan (adopted June 13, 2025); RSUs convert to one share each; weighted-average pricing disclosed per filing.
• Shares owned after the transactions: not specified in this Form 4.

Context

• The M code entries reflect conversion/vesting of restricted stock units into shares; the F code reflects shares withheld or disposed to satisfy tax obligations; the S code is an open-market sale. Converting and then selling shares to cover taxes and following a pre-set 10b5‑1 plan is a common, routine insider action and does not by itself indicate a change in the insider’s view of the company.