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 20, 2025 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 GAP 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 20, 2025, the Company held its annual meeting of shareholders (the "Annual Meeting"). As of March 21, 2025, the record date for the Annual Meeting, there were a total of 376,603,723 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 353,826,312 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 Brady Brewer 324,753,922 335,928 331,152 28,405,310 Salaam Coleman Smith 323,759,952 1,344,301 316,749 28,405,310 Richard Dickson 324,085,269 1,012,623 323,110 28,405,310 Elisabeth B. Donohue 324,149,137 935,736 336,129 28,405,310 Robert J. Fisher 275,387,372 49,675,808 357,822 28,405,310 William S. Fisher 323,956,866 1,099,543 364,593 28,405,310 Kathryn Hall 324,705,767 401,525 313,710 28,405,310 Amy Miles 323,941,234 1,115,721 364,047 28,405,310 Chris O’Neill 324,757,164 345,398 318,440 28,405,310 Mayo A. Shattuck III 319,971,036 5,131,760 318,206 28,405,310 Tariq Shaukat 324,725,174 377,737 318,091 28,405,310 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 accountant for the fiscal year ending on January 31, 2026. For Against Abstain 344,942,727 8,479,268 404,317 Based on the votes set forth above, the selection of Deloitte & Touche LLP as the Company’s independent accountant for the fiscal year ending on January 31, 2026, 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 319,861,121 5,214,766 345,115 28,405,310 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 23, 2025 By: /s/ Julie Gruber Julie Gruber Executive Vice President and Chief Legal and Compliance Officer