Amendment No. 6 to The Gap, Inc. 1996 Stock Option and Award Plan

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Summary

This amendment updates The Gap, Inc. 1996 Stock Option and Award Plan, specifically revising the rules for when stock options expire. It clarifies that options generally expire ten years after being granted, or three months after an employee leaves the company (unless due to death, disability, or retirement). If the departure is due to disability or retirement, options expire three years later. If a director dies before their options expire, the options will terminate three years after their death. The amendment is effective as of April 3, 2001.

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EX-10.1 2 dex101.txt AMEND. NO. 6 TO 1996 STOCK OPTION & AWARD PLAN EXHIBIT 10.1 AMENDMENT NO. 6 TO THE GAP, INC. 1996 STOCK OPTION AND AWARD PLAN THE GAP, INC., having adopted The Gap, Inc. 1996 Stock Option and Award Plan effective as of March 26, 1996 (the "Plan"), and having amended the Plan effective as of May 27, 1997, January 27, 1998, October 28, 1998, June 30, 2000, and January 23, 2001, hereby amends and restates Section 9.2.4 and Section 9.2.5 of the Plan in its entirety, effective as of April 3, 2001, as follows: 9.24 Expiration of Options. Each Option shall terminate --------------------- upon the first to occur of the following events: (a) The expiration of ten (10) years from the Grant Date; or (b) The expiration of three (3) months from the date of the Participant's Termination of Service for a reason other than death, Disability or Retirement; or (c) The expiration of three (3) years from the date of the Participant's Termination of Service by reason of Disability or Retirement. 9.25 Death of Director. Notwithstanding Section 9.2.4, ----------------- if a Director dies prior to the expiration of his or her options in accordance with Section 9.2.4, his or her options shall terminate three (3) years after the date of his or her death. IN WITNESS WHEREOF, The Gap, Inc., by its duly authorized officer, has executed this Amendment on the date indicated below. THE GAP, INC. Dated: April 3, 2001 By /s/ Anne B. Gust ---------------- Anne B. Gust Executive Vice President