Gartner (NYSE: IT) investors approve directors, say-on-pay and KPMG auditor

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Gartner, Inc. reported the results of its 2026 Annual Meeting of Stockholders held on May 28, 2026. Stockholders elected thirteen nominees to the Board of Directors, each receiving a majority of votes cast with several directors drawing over 55 million votes in favor.

Stockholders also approved, on an advisory basis, the compensation of the company’s named executive officers, with 52,244,896 votes for and 7,577,911 against. In addition, they ratified the appointment of KPMG LLP as independent registered public accounting firm for the 2026 fiscal year, with 56,028,004 votes for and 8,006,764 against.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Say-on-pay votes for: 52,244,896 votes Say-on-pay votes against: 7,577,911 votes KPMG ratification votes for: 56,028,004 votes +3 more

6 metrics

Say-on-pay votes for 52,244,896 votes Advisory approval of named executive officer compensation

Say-on-pay votes against 7,577,911 votes Advisory approval of named executive officer compensation

KPMG ratification votes for 56,028,004 votes Ratification of KPMG LLP as 2026 independent auditor

KPMG ratification votes against 8,006,764 votes Ratification of KPMG LLP as 2026 independent auditor

Votes for director Daniela L. Rus 59,779,695 votes Election to Board of Directors at 2026 Annual Meeting

Broker non-votes on Proposal 2 4,108,524 votes Advisory vote on executive compensation

Key Terms

Annual Meeting of Stockholders, Broker Non-Votes, advisory basis, independent registered public accounting firm, +1 more

5 terms

Annual Meeting of Stockholders financial

"The 2026 Annual Meeting of Stockholders of Gartner, Inc. was held on May 28, 2026."

Broker Non-Votes financial

"Broker Non-Votes 4,108,524"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

advisory basis financial

"Approval, on an advisory basis, of the compensation of the Company’s named executive officers"

independent registered public accounting firm financial

"Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the 2026 fiscal year"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

emerging growth company regulatory

"Emerging Growth Company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

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Understanding 8-K Material Events →

06/02/2026 - 04:22 PM



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K


CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

May 28, 2026


GARTNER, INC.
(Exact name of registrant as specified in its charter)

DELAWARE

1-14443

04-3099750

(State or Other Jurisdiction of
Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

P.O. Box 10212

56 Top Gallant Road

Stamford, CT 06902-7747


(Address of Principal Executive Offices, including Zip Code)

(203) 964-0096

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):



☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:


Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.0005 par value per share	IT	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter): Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act:

ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The 2026 Annual Meeting of Stockholders of Gartner, Inc. (the “Company”) was held on May 28, 2026. With respect to the three proposals put before the stockholders, the voting results were as follows:

Proposal 1 – Election of thirteen nominees to the Company’s Board of Directors:


Name	For	Against	Abstain	Broker Non-Votes
Peter E. Bisson	59,667,578	258,094	14,384	4,108,524
Edward P. Bousa	59,452,364	459,036	28,656	4,108,524
Richard J. Bressler	55,478,769	4,431,742	29,545	4,108,524
Raul E. Cesan	57,466,713	2,458,449	14,894	4,108,524
Karen E. Dykstra	55,388,556	4,537,774	13,726	4,108,524
Diana S. Ferguson	51,575,373	8,349,045	15,638	4,108,524
Anne Sutherland Fuchs	55,065,952	4,858,482	15,622	4,108,524
William O. Grabe	54,984,038	4,940,419	15,599	4,108,524
José M. Gutiérrez	59,627,286	296,368	16,402	4,108,524
Eugene A. Hall	56,607,811	3,133,094	199,151	4,108,524
Stephen G. Pagliuca	55,338,566	4,571,565	29,925	4,108,524
Daniela L. Rus	59,779,695	131,398	28,963	4,108,524
Eileen M. Serra	58,286,822	1,637,928	15,306	4,108,524

Proposal 2 – Approval, on an advisory basis, of the compensation of the Company’s named executive officers:


Votes For			52,244,896
Votes Against			7,577,911
Abstentions			117,249
Broker Non-Votes			4,108,524

Proposal 3 – Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the 2026 fiscal year:


Votes For			56,028,004
Votes Against			8,006,764
Abstentions			13,812
Broker Non-Votes			0

SIGNATURES

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.



	Gartner, Inc.

Date: June 2, 2026	By:	/s/ Craig W. Safian

		Craig W. Safian Executive Vice President and Chief Financial Officer

Source: View Original Filing on SEC EDGAR

FAQ

What key items were voted on at Gartner (IT) 2026 Annual Meeting?

Stockholders voted on three items: election of thirteen directors, an advisory vote on named executive officer compensation, and ratification of KPMG LLP as independent registered public accounting firm for the 2026 fiscal year, each receiving majority support from shares voted.

Were Gartner (IT) directors elected at the 2026 Annual Meeting?

Yes, all thirteen nominees to Gartner’s Board of Directors were elected. Each candidate, including Eugene A. Hall and Daniela L. Rus, received significantly more votes “For” than “Against,” with additional broker non-votes reported but not counted as votes against.

How did Gartner (IT) stockholders vote on executive compensation in 2026?

Stockholders approved the compensation of Gartner’s named executive officers on an advisory basis. The vote totaled 52,244,896 “For,” 7,577,911 “Against,” and 117,249 abstentions, with 4,108,524 broker non-votes, indicating broad but not unanimous support for the pay program.

Which audit firm did Gartner (IT) stockholders ratify for fiscal 2026?

Gartner stockholders ratified the appointment of KPMG LLP as independent registered public accounting firm for the 2026 fiscal year, with 56,028,004 votes “For,” 8,006,764 “Against,” and 13,812 abstentions, and no broker non-votes reported on this proposal.

Did any Gartner (IT) voting item fail at the 2026 Annual Meeting?

No, all three proposals passed. The thirteen director nominees were elected, the advisory vote on executive compensation received majority approval, and KPMG LLP was ratified as independent registered public accounting firm for 2026 with a strong favorable vote margin.

What are broker non-votes in the Gartner (IT) 2026 meeting results?

Broker non-votes represent shares held by brokers that were not instructed on certain proposals. For Gartner’s director elections and the say-on-pay vote, there were 4,108,524 broker non-votes, which were not counted as votes for or against those proposals.

Filing Exhibits & Attachments

3 documents