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Emerging growth company
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Item 1.01 Entry into a Material Definitive Agreement.
On April 8, 2021, The Gap, Inc. (the “Company”) and Old Navy, LLC, Banana Republic, LLC and Athleta
LLC, each of which is a wholly-owned subsidiary of the Company (collectively, the “Gap Entities”), entered into a credit card program agreement (the “Agreement”) with Barclays Bank Delaware (“Barclays”) under which Barclays will issue private label and co-branded credit cards to Gap Entities customers (the “Credit Card Program”) beginning in May 2022. Under the terms of the Agreement, the Gap Entities are required to perform certain duties, including marketing and promoting the Credit Card Program. The Agreement has a term of ten years and is cancellable earlier by either party under certain circumstances. In connection with the Agreement, Barclays will make certain upfront payments to the Gap Entities. Thereafter, the Gap Entities will be paid a portion of the income derived from operating the Credit Card Program and certain other payments as specified
in the Agreement.
The foregoing description of the Agreement is only a summary and is qualified in its entirety by reference to the Agreement, a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending May 1, 2021.
Item 1.02 Termination of a Material Definitive Agreement.
In connection with the execution of the Agreement, on April 8, 2021, the
Company provided notice to Synchrony Financial and Synchrony Bank (together, “Synchrony”) that it will not extend the Amended and Restated Consumer Credit Card Program Agreement dated as of February 28, 2014 (as amended, modified and supplemented to date) with Synchrony, which will expire pursuant to its terms in April 2022.
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.