Form 4: Gartner Inc. Director Diana S. Ferguson Reports Acquisition and Disposal of Common Stock Equivalents

Director Diana S. Ferguson reports transactions involving Gartner Inc. common stock equivalents, including acquisition and distribution of shares.

Summary

• On January 2, 2025, Diana S. Ferguson, a director of Gartner Inc., reported transactions involving common stock equivalents (CSE).
• Ferguson acquired 54 CSEs as compensation for her service as an outside director under the Gartner, Inc. Long-Term Incentive Plan (LTIP).
• She also elected to receive an immediate distribution of 54 CSE shares.
• Following these transactions, Ferguson directly owns 2,107 shares of common stock and 135 common stock equivalents.
• The CSEs convert into Gartner common stock upon termination of her directorship or as otherwise provided in the LTIP.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. The filing reflects standard director compensation practices and alignment of interests, with no apparent negative implications.

Positives

• The acquisition of CSEs reflects Gartner's compensation plan for outside directors.
• The director's continued holding of common stock and CSEs indicates alignment with the company's long-term performance.

Future Outlook

The CSEs will convert into Gartner common stock upon the director's termination of service or as specified in the LTIP.

Industry Context

This filing is a routine disclosure related to director compensation and stock ownership, common in publicly traded companies like Gartner in the IT sector.

Comparison to Industry Standards

• Director compensation packages often include stock options, restricted stock units (RSUs), or common stock equivalents (CSEs) to align director interests with shareholder value, similar to practices at companies like Accenture, IBM, and Oracle.
• The Gartner, Inc. Long-Term Incentive Plan (LTIP) is a common method used by companies to incentivize directors and key employees, similar to incentive plans used by comparable companies.
• The conversion of CSEs upon termination of directorship is a standard feature in many director compensation plans, ensuring long-term commitment and alignment with company performance.

Stakeholder Impact

• The transactions have a minor positive impact on shareholders by aligning director interests with company performance.
• The compensation structure impacts the director (Diana S. Ferguson) by providing equity-based incentives.

Key Dates