Form 4: Gartner Inc. Director James C. Smith Reports Acquisition of Common Stock Equivalents

Director James C. Smith reports acquiring Common Stock Equivalents (CSEs) of Gartner Inc. as compensation for service as an outside director.

Summary

• On April 1, 2024, James C. Smith, a director of Gartner Inc., acquired 134 Common Stock Equivalents (CSEs) as compensation for his service as an outside director.
• These CSEs were granted under the Gartner, Inc. Long-Term Incentive Plan (LTIP).
• The CSEs convert into Gartner common stock when the director's service terminates or as otherwise provided in the LTIP.
• The reporting person elected to receive an immediate distribution of the CSE shares.
• Following the transaction, Mr. Smith directly owns 618,369 shares of common stock.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. It reflects a routine transaction related to director compensation, indicating alignment of interests between the director and the company's long-term performance.

Positives

• The acquisition of CSEs reflects Gartner's compensation plan for outside directors.
• The director's continued service is incentivized through the Long-Term Incentive Plan (LTIP).

Future Outlook

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

Industry Context

This filing is a routine disclosure related to director compensation and aligns with standard practices for publicly traded companies. It provides transparency regarding the equity-based compensation awarded to outside directors.

Comparison to Industry Standards

• Equity compensation for board members is a common practice among publicly traded companies, particularly in the technology and consulting sectors, to align their interests with those of shareholders.
• Companies like Accenture, IBM, and McKinsey & Company also utilize equity-based compensation plans for their directors.
• The specific terms of Gartner's LTIP, such as the vesting schedule and conversion terms, would need to be compared to those of its peers to assess its competitiveness.

Stakeholder Impact

• The transaction has a minor positive impact on shareholders by aligning the director's interests with the company's long-term success.
• Employees are indirectly impacted as the director's compensation is tied to the company's performance.

Key Dates