13D Filing: Fisher Doris F and Gap Inc (NYSE:GPS)

Page 4 of 5 – SEC Filing

 

corporate structure, (vii) changes in the Issuers charter or bylaws or other actions which may impede the acquisition of control of the Issuer by any person, (viii) causing a class of securities of the Issuer to be delisted from a national securities exchange or cease to be quoted in an inter-dealer quotation system of a registered national securities association, (ix) a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act or (x) any action similar to any of those described above.  However, because the Reporting Person is an honorary lifetime member of the Board of Directors of the Issuer, the Reporting Person may, from time to time, be involved in discussions which relate to one or more of the matters described in this Item 4 and disclaims any obligation to report on any plans or proposals with respect to the matters described in this Item 4 that develop or occur as a result of the Reporting Persons role as an honorary lifetime director of the Issuer and participation in discussions regarding the Issuers actions.

 

Item 5.                             Interest in Securities of the Issuer

 

a)  As of the date of this Statement, the Reporting Person beneficially owns through trusts of which she serves as trustee 25,787,331 shares of Common Stock of the Issuer, representing approximately 6.4% of the outstanding shares of Common Stock of the Issuer outstanding as of March 14, 2017.  As reported by the Issuer, there were approximately 399,843,485 shares of Common Stock of the Issuer outstanding as of March 14, 2017.  The Reporting Person does not have voting or dispositive power over shares of the Issuer other than as described in this Statement.

 

b)  As of the date of this Statement, the Reporting Person has the sole power to vote and sole dispositive power over all of the shares of the Common Stock of the Issuer listed above and does not share the power to vote or dispose of any shares of Common Stock.

 

c)  Other than the transactions set forth in Exhibit 99.1 hereto, the Reporting Person has not effected any transactions involving shares of Common Stock of the Issuer during the past 60 days.

 

d)  Not Applicable

 

e)  Not Applicable

 

Item 6.                             Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

The Reporting Person is the trustee of trusts that hold the shares of Common Stock that are deemed to be beneficially owned by her. Other than as described in this Statement, there are as of the date of this Statement, no contracts, arrangements, understandings or relationships (legal or otherwise) between the Reporting Person and any person, to which the Reporting Person is a party, with respect to any securities of the Issuer beneficially owned by such Reporting Person, including, but not limited to, transfer or voting of any of the securities of the Issuer, finders fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss or the giving or withholding of proxies, or a pledge or contingency the occurrence of which would give another person voting power or dispositive power over the Common Stock of the Issuer to the best knowledge of the Reporting Person.

 

Item 7.                             Material to be Filed as Exhibits

 

Exhibit 1 Omitted as no longer applicable to the Reporting Person.

 

Exhibit 2 Omitted as no longer applicable to the Reporting Person.

 

Exhibit 3 Omitted as no longer in effect.

 

Exhibit 4 Power of Attorney, dated December 15, 1998 (incorporated by reference to Exhibit 4 to the Reporting Persons Schedule 13D filed on March 20, 2009).

 

Exhibit 5 Omitted as no longer in effect.

 

Exhibit 99.1 Transactions involving shares of Common Stock of the Issuer during the past 60 days.

 

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