8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report

(Date of earliest event reported)

October 5, 2020

THE GAP, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-7562	94-1697231
(State of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Two Folsom Street
San Francisco,	California	94105
(Address of principal executive offices)		(Zip Code)

(415) 427-0100

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.05 par value	GPS	The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company	☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.	☐

Item 7.01    Regulation FD Disclosure.

On October 8, 2020, The Gap, Inc. issued a press release announcing the appointment of Nancy Green as president and chief executive officer of Old Navy. Ms. Green began her new role on October 5, 2020. A copy of this press release is attached hereto as Exhibit 99.1.

Item 9.01    Financial Statements and Exhibits.

    (d)    Exhibits.

Exhibit No.	Exhibit Description
99.1	Press release dated October 8, 2020
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	THE GAP, INC.
Date: October 8, 2020	By:	/s/ Julie Gruber
		Julie Gruber
		Executive Vice President and Chief Legal and Compliance Officer

EX-99.1

Exhibit 99.1

Gap Inc. Confirms Nancy Green as President and CEO of Old Navy 

SAN FRANCISCO – October 8, 2020– Gap Inc. (NYSE: GPS) today announced the appointment of Nancy Green as the President and CEO of Old Navy, the company’s largest brand. Green will report to Sonia Syngal, CEO of Gap Inc. and will serve on the company’s senior leadership team. Green has served as interim head of Old Navy since March and was previously President and Chief Creative Officer of the brand.  

“Nancy is a visionary leader who brings deep customer empathy to her role every day. She has led the brand through one of the most challenging periods in its 26-year history, and the team has delivered strong results through compelling creative and product execution,” said Sonia Syngal, CEO, Gap Inc. “Under Nancy’s purpose-led leadership, the brand has grown a formidable billion-dollar Active and Fleece business, launched new omni-channel experiences, and doubled down on Old Navy’s promise to welcome everyone through fun, fashion, family and value. I look forward to watching her and the team further grow the brand and its social impact at a time when it matters most.”  

“I’m thrilled to lead Old Navy – a brand that serves millions of customers with strong values that plays an important role in serving the needs of millions of families and communities,” said Nancy Green, President and CEO of Old Navy. “Old Navy has always stood for the democracy of style, and we have the unique ability and scale to bring that mission to life in how we deliver new product, experiences and style to customers of all sizes, shapes and backgrounds. I am so proud to have the opportunity to lead this team into the future.” 

Prior to joining Old Navy in August 2019, Green served as President and CEO of Athleta where she helped grow the brand from $250 million to a nearly $1 billion purpose-led business for active women and girls. In 2018, Nancy was instrumental in Athleta becoming the first apparel company of its size and scale to achieve B Corp Certification. During her career with Gap Inc., Green has also held multiple roles in the Old Navy brand, including the early growth years of the brand and again from 2010 to 2012 when she led product, design and visual merchandising. It was under her leadership that the brand focused on balancing innovation in core categories and launched the iconic Rockstar jean and Pixie pant, as well as the Active business. Beyond Gap Inc., Green has served as CEO of Shabby Chic, where she partnered with the founder to create a vision and growth strategy for a multi-channel lifestyle brand. She also ran the Pottery Barn main division of Williams-Sonoma, Inc as General Manager and Executive Vice President from 2003-2007 during a significant growth phase from $1 billion to $2 billion. 

Green serves on the Board of Directors of Allbirds, as well as the Gap Foundation Board of Trustees, and is a council member of the women’s executive leadership organization C200. She holds a bachelor’s degree from the University of California, Berkeley.  

About Gap Inc.

Gap Inc. is a leading global retailer offering clothing, accessories, and personal care products for men, women, and children under the Old Navy, Gap, Banana Republic, Athleta, Intermix, Janie and Jack, and Hill City brands. Fiscal year 2019 net sales were $16.4 billion. Gap Inc. products are available for purchase worldwide through company-operated stores, franchise stores, and e-commerce sites. For more information, please visit www.gapinc.com. 

About Old Navy

Old Navy is a global apparel and accessories brand that makes current American essentials accessible to every family. Originated in 1994, the brand celebrates the democracy of style through on-trend, playfully optimistic, affordable and high-quality products. A division of San Francisco-based Gap Inc. (NYSE: GPS), Old Navy brings a fun, energizing shopping environment to its customers in more than 1,200 stores around the world. For more information, please visit www.oldnavy.com.  

Media Relations Contact: 

Sandy Goldberg 

(415) 427-3022  

Press@gap.com

Investor Relations Contact:

Tina Romani

(415) 427-5264

Investor_relations@gap.com

XML

Cover Page Cover Page	Oct. 05, 2020
Cover [Abstract]
Document Type	8-K
Document Period End Date	Oct. 05, 2020
Entity Registrant Name	THE GAP, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	1-7562
Entity Tax Identification Number	94-1697231
Entity Address, Address Line One	Two Folsom Street
Entity Address, City or Town	San Francisco,
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94105
City Area Code	415
Local Phone Number	427-0100
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.05 par value
Trading Symbol	GPS
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0000039911
Amendment Flag	false