0001179110-13-009421.txt : 20130531 0001179110-13-009421.hdr.sgml : 20130531 20130531174901 ACCESSION NUMBER: 0001179110-13-009421 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130530 FILED AS OF DATE: 20130531 DATE AS OF CHANGE: 20130531 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GAP INC CENTRAL INDEX KEY: 0000039911 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FAMILY CLOTHING STORES [5651] IRS NUMBER: 941697231 STATE OF INCORPORATION: DE FISCAL YEAR END: 0129 BUSINESS ADDRESS: STREET 1: TWO FOLSOM STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 6509524400 MAIL ADDRESS: STREET 1: TWO FOLSOM STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94105 FORMER COMPANY: FORMER CONFORMED NAME: GAP STORES INC DATE OF NAME CHANGE: 19850617 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FISHER JOHN J CENTRAL INDEX KEY: 0001079847 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-07562 FILM NUMBER: 13886119 BUSINESS ADDRESS: STREET 1: ONE HARRISON STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 4159524400 MAIL ADDRESS: STREET 1: C/O PISCES INC STREET 2: ONE MERITIME PLAZA STE. 1400 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 4 1 edgar.xml FORM 4 - X0306 4 2013-05-30 0 0000039911 GAP INC GPS 0001079847 FISHER JOHN J ONE MARITIME PLAZA, SUITE 1400 SAN FRANCISCO CA 94111 0 0 1 0 Common Stock 2013-05-30 4 J 0 3600000 D 27000000 I By Fisher Core Holdings L.P. Common Stock 2013-05-30 4 J 0 3600000 A 27000000 I By Fisher Core Holdings L.P. Common Stock 14691632 D Common Stock 41652 I By spouse Common Stock 4000000 I By Trust Common Stock 442014 I By Trust Common Stock 20000 I By Limited Partnerships The reported securities are held by Fisher Core Holdings L.P., a Delaware limited partnership ("Fisher Holdings"). On May 30, 2013, the reporting person transferred Fisher Holdings partnership units ("Units") to a trust. Each Unit represents an economic interest in shares of The Gap, Inc. ("Gap") common stock and other assets owned by Fisher Holdings. The transaction reflects the simultaneous disposition by the reporting person and acquisition by the reporting person through the trust in which the reporting person has an indirect pecuniary interest. There was no transfer of shares of Gap common stock by Fisher Holdings in connection with this transaction. An initial cash installment of $80,000,000 was made, with an additional cash payment to be made so that total consideration for the Units equals the lesser of the appraised fair market value of the Units and $100,000,000 (collectively, the "Purchase Price"). Interest will accrue from the transfer date to the payment dates at the short-term applicable federal rate in effect on the transfer date. As a general partner of Fisher Holdings, the reporting person may be deemed to have indirect beneficial ownership of all 81,000,000 shares of Gap common stock of which Fisher Holdings has beneficial ownership. However, the reporting person disclaims beneficial ownership of all shares of Gap common stock held by Fisher Holdings except to the extent of his direct and indirect pecuniary interest therein. Jane Spray, Attorney-in-fact 2013-05-31