THE GAP, INC. (TSE:THE) Files An 8-K Submission of Matters to a Vote of Security Holders

ME Staff 8-k
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THE GAP, INC. (TSE:THE) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders.

On May 17, 2017, The Gap, Inc. (the Company) held its annual
meeting of shareholders (Annual Meeting) in San Francisco,
California. As of March 20, 2017, the Companys record date for the
Annual Meeting, there were a total of 400,220,798 shares of Common
Stock outstanding and entitled to vote at the Annual Meeting. At
the Annual Meeting, 368,423,385 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.
Nominee
For
Against
Abstain
Broker Non-Votes
Robert J. Fisher
279,607,400
66,481,489
1,243,733
21,090,763
William S. Fisher
342,205,131
4,936,944
190,547
21,090,763
Tracy Gardner
341,612,510
5,496,677
223,435
21,090,763
Brian Goldner
346, 301,309
807,226
224,087
21,090,763
Isabella D. Goren
346,226,411
890,197
216,014
21,090,763
Bob L. Martin
341,148,152
5,956,996
227,474
21,090,763
Jorge P. Montoya
342,939,164
4,168,080
225,378
21,090,763
Art Peck
342,940,600
4,165,647
226,375
21,090,763
Mayo A. Shattuck III
340,894,635
6,217,283
220,704
21,090,763
Katherine Tsang
345,889,620
1,217,528
225,474
21,090,763
Based on the votes set forth above, the director nominees were duly
elected.
2. Ratification of the selection of Deloitte Touche LLP as the
Companys independent registered public accounting firm for the
fiscal year ending February 3, 2018.
For
Against
Abstain
364,991,443
2,704,428
727,514
Based on the votes set forth above, the appointment of Deloitte
Touche LLP as the Companys independent registered public accounting
firm for the fiscal year ending February 3, 2018 was duly ratified.
3. An advisory vote on whether an advisory vote on executive
compensation should be held every one, two or three years.
One
Two
Three
Abstain
Broker Non-Votes
312,858,799
233,298
34,053,644
186,881
21,090,763
Based on the votes set forth above, the shareholders recommended
holding an advisory vote on the overall compensation of the
Companys named executive officers every year.
In accordance with the shareholders’ recommendation, the Company
has determined that an advisory vote on the overall compensation of
the named executive officers of the Company will be conducted every
year, until
the next shareholder advisory vote on the frequency of the advisory
vote on the overall compensation of the named executive officers of
the Company.
4. Approval, on an advisory basis, of the overall compensation of
the Company’s named executive officers.
For
Against
Abstain
Broker Non-Votes
337,440,934
9,590,487
301,201
21,090,763
Based on the votes set forth above, the overall compensation of the
Companys named executive officers was approved.
5. Approval of the amendment and restatement of The Gap, Inc.
Employee Stock Purchase Plan.
For
Against
Abstain
Broker Non-Votes
346,435,658
677,607
219,357
21,090,763
Based on the votes set forth above, the amendment and restatement
of The Gap, Inc. Employee Stock Purchase Plan was approved.
6. Approval of the shareholder proposal contained in the proxy
statement.
For
Against
Abstain
Broker Non-Votes
2,552,085
323,333,613
21,446,924
21,090,763
Based on the votes set forth above, the shareholder proposal was
not approved.
Item 9.01. Exhibits.
10.1 The Gap, Inc. Employee Stock Purchase Plan, filed as Appendix
A to the Companys definitive proxy statement for its annual meeting
of shareholders held on May 17, 2017, Commission File No. 1-7562.


THE GAP, INC. (TSE:THE) Recent Trading Information

THE GAP, INC. (TSE:THE) closed its last trading session at with 200 shares trading hands.