Breitbard Mark 4
4 · GAP INC · Filed Mar 19, 2026
Research Summary
AI-generated summary of this filing
GAP CEO Mark Breitbard Sells Shares After Exercising RSUs
What Happened Mark Breitbard, President & CEO of Gap Brand, had 17,275 restricted stock units convert into common shares on March 18, 2026 (exercise/conversion of a derivative). To satisfy tax withholding, 8,789 of those shares were disposed at a reported price of $23.85 for a value of $209,618. The remaining 8,486 shares were sold in an open-market transaction on March 19, 2026 at a weighted average price of $23.73 for proceeds of $201,404. Total value of shares disposed was about $411,022. These transactions are sales/withholdings (routine monetization of vested awards), not purchases.
Key Details
- Transaction dates: conversion/exercise on 2026-03-18; open-market sale on 2026-03-19.
- Prices and values:
- 17,275 RSUs converted to shares @ $0.00 (acquired) — conversion of vested RSUs.
- 8,789 shares withheld for taxes (F) @ $23.85 = $209,618.
- 8,486 shares sold (S) @ weighted avg $23.73 = $201,404 (sales executed at prices ranging $23.47–$24.03).
- Total disposed: 17,275 shares (8,789 withheld + 8,486 sold) with combined value ≈ $411,022.
- Footnotes of note:
- Sale was executed under a Rule 10b5-1 trading plan adopted June 13, 2025 (F1).
- Reported sale price is a weighted average; per-footnote range $23.47–$24.03 (F2).
- Each restricted stock unit equals one share (F3); the RSUs were part of a 69,101 RSU grant on March 18, 2024 vesting in four equal annual installments (F4) — this appears to be one vested tranche (~17,275 shares).
- Shares owned after the transaction are not specified in this Form 4.
- Filing: Form 4 filed 2026-03-19 for transactions on 2026-03-18/19 (filing date appears timely).
Context
- This was a conversion of vested RSUs with a typical "sell to cover" tax withholding and an additional open-market sale. That pattern is common when executives monetize vested awards and does not by itself indicate a change in company outlook.
- The open-market sale was made under a pre-established 10b5-1 plan, which schedules trades according to a plan adopted previously and can help avoid claims of trading on inside information.
Insider Transaction Report
Form 4
GAP INCGAP
Breitbard Mark
President & CEO, Gap Brand
Transactions
- Exercise/Conversion
Common Stock
2026-03-18+17,275→ 153,159 total - Tax Payment
Common Stock
2026-03-18$23.85/sh−8,789$209,618→ 144,370 total - Sale
Common Stock
[F1][F2]2026-03-19$23.73/sh−8,486$201,404→ 135,884 total - Exercise/Conversion
Restricted Stock Unit
[F3][F4]2026-03-18−17,275→ 215,442 totalExercise: $0.00→ Common Stock (0 underlying)
Footnotes (4)
- [F1]The sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 13, 2025.
- [F2]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.47 to $24.03, inclusive. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
- [F3]Each restricted stock unit represents a contingent right to receive one share of Gap Inc. Common Stock.
- [F4]On March 18, 2024, the reporting person was granted 69,101 restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the grant date.
Signature
By: De Anna Mekwunye, Power of Attorney For: Mark Breitbard|2026-03-19