Gilligan Sarah 4

What Happened

• Sarah Gilligan, Gap Inc.’s Chief Supply Chain & Transformation Officer, converted 11,304 restricted stock units (reported as exercise/conversion of a derivative, code M) into 11,304 shares on March 17, 2026. The conversion had no cash exercise price ($0.00).
• To cover tax withholding, 5,751 of those shares were surrendered/disposed at $23.34 per share, a total withholding amount of $134,228 (reported under code F). The net shares received by Gilligan were 5,553 (11,304 converted minus 5,751 withheld).
• The Form 4 was filed on March 18, 2026 (one day after the transactions), which is timely.

Key Details

• Transaction date: March 17, 2026; Filing date: March 18, 2026 (timely).
• Conversion: 11,304 RSUs → 11,304 shares at $0.00 (code M). Tax withholding: 5,751 shares @ $23.34 = $134,228 (code F).
• Net new shares received: 5,553.
• Shares owned after the transaction: not disclosed in the provided filing excerpt.
• Footnotes: F1 — each restricted stock unit (RSU) represents a right to one share; F2 — these RSUs were from a March 17, 2025 grant of 33,914 RSUs vesting in three equal annual installments (this appears to be one installment vesting).
• No indication this was part of a 10b5-1 plan; reported as standard RSU conversion and tax withholding.

Context

• This looks like a routine RSU vesting/settlement rather than an open-market buy or sell: RSUs converted to shares and a portion withheld to satisfy tax obligations ("sell to cover" or net settlement). Such withholding is normal and does not necessarily signal the insider’s view on the company’s stock.