Hello, and welcome to our annual meeting of shareholders. First, I'm pleased to introduce our Board of Directors, Amy Bohutinsky, Bill Fisher, John Fisher, Tracy Gardner, Bella Goren, Bobby Martin, chair of our Compensation and Management Development Committee, Jorge Montoya, Chris O'Neill, Art Peck, our President and CEO, Lexi Reese, and Mayo Shattuck, chair of our Audit and Finance Committee. Before I hand the meeting over to Julie Gruber, our Executive Vice President, Global General Counsel, Corporate Secretary, and Chief Compliance Officer, I'd like to take a few moments to discuss our February announcement to separate into two independently publicly traded companies, the new company and Old Navy. The new company will consist of Gap brand, Athleta, Banana Republic, Intermix, Hill City, and our newest addition, Janie and Jack.
We believe this decision and the value it can create for our shareholders, our customers, our employees, and our businesses going forward. As a board, we made a careful and thoughtful review of our company and found ourselves at a crossroads. While we've been making good progress creating scale advantages across our brands, it was clear that the Old Navy business model and customers have increasingly diverged from our specialty brands, and now requires a different strategy than the rest of our portfolio to thrive moving forward. During times like this, I reflect on my father's ideology, change or fail. In order to win, we have to change. As a board, we're engaged in an ongoing dialogue with Art and the rest of the senior leadership team. We have the utmost confidence in this management team, and we know this process will be executed with transparency, speed, and efficiency.
While there's some big changes coming, both companies will remain rooted in the values on which my parents built this company 50 years ago. Today, we're working harder than ever to make our business more sustainable by setting bold goals, designing new programs, and partnering with others to change our industry for the better. We're making business more sustainable within our own company and across the industry. On behalf of the board, we want to thank all our incredible employees for their hard work and dedication each and every day, and we thank you, our shareholders, for your continued commitment to Gap Inc. I'd like to also personally thank all the directors for the time and effort they put in steering this company. We're proud of what we've built together, and most importantly, we're excited for the future.
Now, I'm pleased to introduce Julie Gruber, our Global General Counsel, and all those other things.
Thank you. Thank you, Bob, for calling the annual meeting of the shareholders of Gap Inc. to order. Good morning, and welcome everyone. I'd like to ask at this time that you please turn off your cell phones or any other electronic devices. Today's meeting is being webcast, and the webcast will be recorded and available on gapinc.com. Those participating by webcast will be in listen-only mode. Those attending in person can find the rules of this meeting on the bottom of the distributed agenda. We are holding this meeting pursuant to notice mailed to all shareholders of record as of March 25th, 2019. As Bob said, after the formal portion of this meeting, we will hear from Art, and then we will answer questions from our shareholders.
Please note, there is a two-minute limit for each person addressing the meeting, and we ask that you limit yourself to one question. Adam Scott of Deloitte & Touche, our independent registered public accounting firm, is also here to answer questions as appropriate. Please note, only shareholders may ask questions. We will now vote on the four proposals outlined in the proxy materials. The four items on the agenda are, One, the election as directors of the 12 nominees named in our proxy statement. Two, the ratification of the selection of Deloitte & Touche LLP as our independent registered public accounting firm. Three, an advisory vote on the overall compensation of the company's named executive officers. Four, the approval of the amendment and restatement of the Gap Inc. 2016 Long-Term Incentive Plan.
We have received an affidavit of mailing of notice of the annual meeting of shareholders of Gap Inc. from Broadridge Financial Solutions. This states that notice of the meeting has been mailed as required and as outlined in our bylaws. The affidavit will be filed with the minutes of this meeting. Trish Hudson, on behalf of Broadridge Financial Solutions, is here and acting as the inspector of elections. Trish tells me that a count of the shares represented by proxy shows that we have a quorum to conduct business at this meeting today. Before we vote on the four proposals, are there any shareholders who would like to vote in person by ballot or who would like to turn in or change their proxy? If so, please raise your hand and we will assist you.
I see no hands. We will now proceed with the four items before this meeting. The first proposal is the election as directors of the 12 nominees named in our proxy. The second proposal is the selection of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending February 1, 2020. The third proposal is an advisory vote on the overall compensation of the company's named executive officers. The fourth proposal is the approval of the amendment and restatement of the Gap Inc. 2016 Long-Term Incentive Plan. The polls for these four proposals are now open. Again, if you would like to vote by ballot, please raise your hand and we will provide you with a ballot. If you've already turned in your proxy or voted electronically, you do not need to vote by ballot unless you wish to change your vote.
The polls for each proposal before this meeting are now closed. Trish, are you able to give me a preliminary report? The 12 nominees for director named in the proxy statement have been elected. The selection of Deloitte & Touche as the company's independent registered public accounting firm has been ratified. The overall compensation of the named executive officers has been approved on an advisory basis, and the amendment and restatement of the Gap Inc.'s 2016 Long-Term Incentive Plan has been approved. The final report of the Inspector of Elections will be filed with the minutes of this meeting, and vote results will be available on a Form 8-K. This concludes the formal portion of our meeting. The annual shareholders' meeting is now adjourned. In a few moments, we'll hear from Art.
Before I hand the meeting over to Art, I want to take this opportunity to address a few administrative matters. The information shared today may contain forward-looking statements. There are important factors that could cause our actual results to differ from these forward-looking statements. Information regarding factors that could cause our results to differ can be found in our annual report on Form 10-K for the fiscal year ending February 2nd, 2019, which is available on gapinc.com. As a reminder to the shareholders attending this meeting in person, questions will be answered after Art's presentation. I would now like to welcome to the podium Art Peck, CEO and President of Gap Inc.
Thank you, Julie. Thank you, Bob. It's a pleasure to be here. I, as always, have a script, which I, as always, will push to the side and just offer a few comments and observations about where we are as a company and my thoughts. It's really based on my experience last week when I had an opportunity to spend a couple of days with some of my peers, other CEOs from around the world and across different industries. As they learned, as we looked at each other's name tags where I was from, their reaction was universal, which is, number one, everyone had a story, whether they were from Norway and they worked in oil and gas or from South America and worked in insurance or banking. Everyone had a story of relevance about their love for our brands.
Everyone had a bit of commiseration about the challenges and opportunities that are reflected in the dynamic world of retail today. It really sums up really where we are as a company and the opportunities that sit in front of us. I can cite a number of things that are proud points about the work that we've done over the course of the last year. The continued gain of market share in Old Navy and Athleta, and their presence in those businesses. Old Navy is one of the fastest-growing apparel brands and the number two leading apparel brand in the United States. I can also cite our challenges and some of the difficult decisions that we've made.
In particular, the decision to close several hundred stores in Gap brand, really a decision that in conversation with the board that together we felt was overdue and necessary to make sure that Gap brand was trading in stores that were respectful to the brand and really up to brand standards. Those are tough decisions to make, and particularly that's one of the most wrenching decisions for me. Not only does it reduce the size of the fleet, but most importantly, it impacts people in many cases who have given their entire adult life to this company. We will look for jobs for them, but it's very difficult to do that. I've been in contact with many of those people as we've made those decisions, and we're working through that process.
We are in a moment of also incredible opportunity. I was hoping that would reappear behind me because it's a reflection of all of our brands, all seven brands now in this portfolio, the smallest and the most new, which is Hill City, which we started in Q4 of last year, a men's performance lifestyle brand. The largest, Old Navy, the oldest Gap brand. The newest, Janie and Jack, reflected there on the top, which was an opportunity presented to us really by the disruption that is going on in retail, where we were able to buy what we believe is an exceptional business with exceptional potential at an exceptional price and add it to the portfolio.
We are at a moment of opportunity, and we're also at a moment in our 50th year of taking what I want to commend my fellow board for, was a well thought through, a well debated, and a difficult, but we feel absolutely the right decision to divide this company up into two. Send Old Navy and allow it to focus on what it is, which is, we believe, a extraordinary opportunity of growth in front of it, and then a portfolio of six brands, which we know, don't think, we know consumers love.
Six of the strongest brands in terms of consumer engagement and emotional involvement in all of apparel retailing, and to put those onto a common platform and really accelerate the work that we've been doing in the balanced growth strategy to build that platform out and to continue to evolve those brands and how those brands connect with our customers where our customers are. I'm very proud of the organization and the work we've done since announcing over the last two months to get this process up and running. I'm highly confident that the process is of quality and that we will meet our own internal deadlines, and that we will end up with two stronger, more capable companies as we come out this process on the other side.
I am also highly aware of the fact that our day job is to continue to run the business and meet our customers where they are with emotional, on-trend, well-made and well-priced products. The great majority of the organization remains focused on exactly that. The last thing I want to say is that as I've gone around the world, and I have really gone around the world now, with the exception of a couple of places in the Gap Inc. empire, and met with our employees face to face to talk to them. One of the things that I've said that will not change as we go through this breakup is this company's commitment to its values, how we source our products, how we engage in the communities that we do business in.
One of the things that I believe will not change is the family's support and commitment to the company, which is where our value is from. I'm very excited about the work in front of us. I am, every day, more energized as I see the potential of these two companies and how we can operate them as we're doing the work. More energized to see what the future holds. More committed, as my team is, to making this happen. Again, very thankful that we have the board of directors that we have. We have the family's ownership to allow us to, in our 50th year, take this important change, but to continue to make the changes and do the work that we need to do to set both companies up for success in the next 50 years. I want to thank you very much.
Julie, would you like to join me, please? We'll now take questions if there are any questions. Is there a formal and official way of soliciting questions?
People can raise their hand.
Raise our hand.
We will take them in turn. Does anyone have any questions? Yes, sir. Please stand and give us your name.
I will.
She has control of the mic. Okay. My name is Ron Freund. I'm an investment advisor with the Social Equity Group, which is a local firm representing clients with about three to 4,000 shares in Gap. Our clients are very concerned with ESG issues, which are environmental, social, and governance issues. While we're very supportive of Gap's commitment to sustainability and diversity as reflected in the board members, we are concerned about continuing issues around supply chain. There have been reports of wage and labor issues of harassment in India, Bangladesh, and Indonesia. I'd like you to address those controversies and what actions you're taking.
I'm very happy to address those, and I think, and I hope that what you know and what everyone knows is that we take these issues very seriously. We have for decades in this company. We obviously have a global footprint where we source, but we also have a global footprint through our own organization and other organizations we work with to be on the ground and present as much as possible in all the factories that we are in. I will just say it up front, and I have said this very directly before, which is, that doesn't mean that we are going to be perfect. That doesn't mean that we take these things seriously. As we are made aware of issues out there, we address them quickly, we address them clearly.
Our most fervent hope that when we address these issues, because the easy thing to do, and we saw this in Bangladesh a few years ago. The easy thing for us to do, if we were simply focused on the optics, was to withdraw. If we withdraw from these situations, we lose the opportunity to have a positive impact. We are always focused on having a positive impact in the communities that we do business in the vendors that we work with, in the employees that are within the factories where we are, whether that is safety issues, wage issues, harassment issues, or other types of things. We identify them, we stay engaged, we work for change, and ultimately, we will work that through both the government, the NGOs, and the businesses that we are engaged with.
Again, I would reflect on the fact that we take our values very seriously. If at the end of the day, that requires us to terminate a relationship or with a vendor, we will do that. If we terminate a relationship, again, that eliminates our ability to stay engaged and work for the workers that are in that factory. We will do everything in our power before we make that happen, to stay engaged and drive positive impact. Thank you for your question. I very much appreciate it. There's one more question here.
Hi. My name is Lilly Frona. I am shareholder, also customer. I have two questions. Further, I'm living in EMeryville. I went to the Gap store and all the Gap brand store in Emeryville-based store. I saw some crime in Gap store happen very often. This is a lot of money. They take the clothing just about away. I saw they have four door. I asked the manager and the employee, they said four door, four entry, they have all open. There's only one security. This is a lot of money. Very often, I try to walk away. I don't want to see them, they take away. I don't know, what can you do about it? The second, in a couple of years, I saw UNIQLO grow very fast, will be being kind of a bigger competition. I don't know, what do you think about UNIQLO?
That's it. Thank you so much.
I apologize. We're breaking up a little bit, so it's a little hard for me to understand. Would you like to restate the question?
I believe the first question had to do with, am I correct, theft or shoplifting in a store? Yes? Okay. Keith, are you here? You want to talk briefly about our efforts to combat shoplifting?
First of all
Why don't we give him the microphone?
Yeah.
Keith is our global head of loss prevention and a number of other things, as Bob said about Julie as well. Thanks, Keith, for fielding this question.
Thank you. First of all, I really appreciate your question and your concern. It's something my team and I lose sleep over. With the increase of the use and abuse of opioids, with the increase in homelessness, a lot of our cities across the country are under siege. Law enforcement agencies are strapped, and it's really important for us to make sure that we're keeping our teams safe, first and foremost. When you see them not react, per se, to an issue or an action, it's all about safety. We place their safety above the price and the risk related to our merchandise. What we do is we train them on all the actions and the steps that they need to take. I had the chief of police for San Francisco in my office a month ago, talking about deployment of law enforcement resources.
It's an initiative that we are working on around the country in terms of working closer with law enforcement to combat it. We feel like we have a good record on just keeping our teams and our customers safe, but it's something that we all need to remain vigilant on. Thank you.
I think the second question was about UNIQLO. I would just say that we're very aware of our competitors and some we respect more than others. UNIQLO is certainly one that we do, we're absolutely aware of them, and we look at them and understand what they do well and what they don't do well. Thank you. I think there's one more question in the back.
One question in the back.
David Campbell. Thank you for your presentation, Mr. Peck. Does Levi's becoming public again, selling shares, was that instrumental at all in the, what you referred to as the breakup, or how does that figure in terms of strategy, branding, operations going forward? Thank you.
First of all, nothing to do with the breakup at all. The breakup, as Bob described, I can detail it again and just say the same thing, really has to do with divergent needs of the business. Old Navy's business model, the customers that shop it, the nature of that customer, et cetera. That was absolutely around the needs of the business. Really being able to invest the almost $1 billion a year that we invest across technology, logistics, fulfillment, et cetera, invest it with singular focus and purpose to the needs of the individual businesses and these two companies as we go forward.
To me, the most relevant thing that I think I see in Levi's is proof that a brand that many gave up for dead a few years ago, and we are obviously in the process of a turnaround, proof that a brand can be brought back to life and be relevant. It's exactly the way that I feel about Gap brand. We're seeing some encouraging signs there. We know that our customers love the brand. We know we have more work to do. I would look at some of these brands out there that, again, were not relevant until they were, adidas is another example, as proof that brands are the hardest things, the greatest asset we have. They're hard to kill. Customers love brands that have heritage, relevance, and history behind them, and there's no brand like Gap in terms of heritage, relevance, and history.
Thank you.
Are there any more questions? All right. On behalf of management and our board of directors, I'd like to thank you all for coming today. The meeting is now concluded.
Thank you, Julie.