Shareholder Vote

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) May 10, 2022 THE GAP, INC. (Exact name of registrant as specified in its charter) Delaware 1-7562 94-1697231 (State or other jurisdiction 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 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 5.07 Submission of Matters to a Vote of Security Holders.     On May 10, 2022, The Gap, Inc. (the "Company") held its annual meeting of shareholders (the "Annual Meeting"). As of March 14, 2022, the record date for the Annual Meeting, there were a total of 369,785,233 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 339,490,794 shares of common stock were represented in person or by proxy and, therefore, a quorum was present.     The shareholders of the Company voted on the following items at the Annual Meeting: 1. Election of the directors nominated by the Board of Directors of the Company. Nominee For Against Abstain Broker Non-Votes Elisabeth B. Donohue 315,919,621 2,435,116 143,932 20,992,125 Robert J. Fisher 284,496,748 33,867,815 134,106 20,992,125 William S. Fisher 314,880,093 3,472,751 145,825 20,992,125 Tracy Gardner 312,013,145 6,251,550 233,974 20,992,125 Kathryn Hall 317,009,193 1,315,124 174,352 20,992,125 Bob L. Martin 314,321,892 3,997,026 179,751 20,992,125 Amy Miles 316,641,128 1,710,904 146,637 20,992,125 Chris O’Neill 316,633,681 1,630,381 234,607 20,992,125 Mayo A. Shattuck III 309,927,987 8,389,928 180,754 20,992,125 Salaam Coleman Smith 316,006,608 2,342,237 149,824 20,992,125 Sonia Syngal 314,943,354 3,401,097 154,218 20,992,125 Based on the votes set forth above, the director nominees were duly elected. 2. Ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 28, 2023. For Against Abstain 323,295,889 16,028,575 166,330 Based on the votes set forth above, the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 28, 2023 was duly ratified. 3. Approval, on an advisory basis, of the overall compensation of the Company’s named executive officers. For Against Abstain Broker Non-Votes 311,274,041 5,678,440 1,546,188 20,992,125 Based on the votes set forth above, the overall compensation of the Company’s named executive officers was approved on an advisory basis. 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: May 12, 2022 By: /s/ Julie Gruber Julie Gruber Executive Vice President and Chief Legal and Compliance Officer