Form 4: Gartner Director Grabe Reports Stock Transactions

Gartner Director William O. Grabe reported the acquisition and disposition of common stock and common stock equivalents, alongside a transfer of 50,000 shares to a grantor retained annuity trust.

Summary

• William O. Grabe, a Director of Gartner Inc. (IT), reported transactions involving the company's securities.
• On October 1, 2025, Grabe acquired 107 shares of Common Stock at a price of $0, resulting from an immediate distribution of Common Stock Equivalents (CSEs).
• Following this transaction, Grabe directly beneficially owned 4,136 shares of Common Stock.
• Grabe indirectly beneficially owned 50,000 shares of Common Stock through a 2025 Grantor Retained Annuity Trust (GRAT), which was created on August 22, 2025.
• The filing also reported the acquisition of 107 Common Stock Equivalents (CSEs) as compensation for director service, valued at $251 per unit, under the Gartner, Inc. Long-Term Incentive Plan (LTIP).
• Concurrently, 107 CSEs were disposed of at a price of $0, reflecting their conversion and immediate distribution into common stock.
• After these derivative transactions, Grabe directly beneficially owned 47,197 Common Stock Equivalents.

Sentiment

Score: 5

Explanation: The filing is a factual report of insider transactions and does not contain information that would indicate a positive or negative sentiment regarding the company's performance or outlook.

Positives

• Director William O. Grabe received 107 Common Stock Equivalents as compensation for his service, indicating continued alignment with shareholder interests.
• The immediate distribution of CSEs into common stock demonstrates the director's direct ownership in the company's equity.

Future Outlook

Common Stock Equivalents (CSEs) are designed to convert into Gartner common stock upon the termination of the outside director's continuous status as a director, or as otherwise specified in the Long-Term Incentive Plan.

Management Comments

• "This reporting person has elected to receive an immediate distribution of the CSE shares."
• "These shares are held in a grantor retained annuity trust created on August 22, 2025 when the reporting person transferred 50,000 Gartner shares to the trust (the '2025 GRAT'). The reporting person is the annuitant and the Trustee of the 2025 GRAT."
• "These are Common Stock Equivalents ('CSEs') received as compensation for service as an outside director of Gartner, Inc. They were granted under the Gartner, Inc. Long-Term Incentive Plan ('LTIP'). The CSEs convert into Gartner common stock on the date the outside director's continuous status as a director terminates, or as otherwise provided in the LTIP."

Industry Context

This Form 4 filing details routine insider transactions for a director of Gartner Inc., a leading information technology research and advisory company. Such filings are standard disclosures for public company insiders and do not typically reflect broader industry trends but rather individual compensation and estate planning activities.

Related Party Transactions

• William O. Grabe, a Director, transferred 50,000 Gartner shares to a 2025 Grantor Retained Annuity Trust (GRAT) on August 22, 2025, where he serves as both the annuitant and the Trustee.

Stakeholder Impact

• Shareholders: The transactions represent routine insider activity and compensation, with minimal direct impact on the broader shareholder base.
• Management: The director's compensation structure, including CSEs, aligns his interests with the company's long-term performance.

Next Steps

• Common Stock Equivalents (CSEs) will convert into Gartner common stock upon the termination of the director's continuous status or as per the LTIP.

Key Dates

Keywords

Gartner, IT, Form 4, Insider Transaction, Director, Common Stock, Equity, CSE, Grantor Retained Annuity Trust, GRAT, Compensation