Gartner director equity grant: 73 CSEs awarded, 311 shares held

Rhea-AI Filing Summary

Karen E. Dykstra, an outside director of Gartner, Inc. (IT), reported receiving 73 Common Stock Equivalents (CSEs) as compensation on 10/01/2025 under the company's Long-Term Incentive Plan. The CSEs convert into Gartner common stock when the director's service ends or as otherwise provided in the LTIP. After the reported transaction, Ms. Dykstra beneficially owned 311 shares of Gartner common stock. The Form 4 was signed on 10/03/2025 and filed to disclose this non-derivative equity compensation event.

Positive

• 73 CSEs granted under the Gartner LTIP shows director compensation aligned with shareholders
• Filing discloses post-transaction beneficial ownership of 311 shares, improving transparency

Negative

• None.

Insights

Corporate Governance Expert

Director received equity compensation; filing discloses ownership change.

The Form 4 shows an outside director, Karen E. Dykstra, was granted 73 CSEs on 10/01/2025 under Gartner's LTIP. These CSEs are disclosed as conversion-linked awards that become shares upon termination of director service or under LTIP terms.

This disclosure is routine for director compensation and provides transparency about insider holdings: post-transaction beneficial ownership is reported as 311 shares, which investors can use to track insider alignment with shareholders.

Compensation Analyst

Grant is non-cash, long-term equity tied to director service.

The awards are labeled Common Stock Equivalents with a $0 conversion price in the filing, indicating these are deferred, non-exercisable units rather than exercised options. They convert to common stock per LTIP terms, so their value realization depends on termination or plan provisions.

Because the filing lists the grant amount (73 CSEs) and resulting ownership (311 shares), it clarifies dilution and compensation expense timing for stakeholders reviewing governance and pay practices.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

DYKSTRA KAREN E

(Last) (First) (Middle)

56 TOP GALLANT RD

P. O. BOX 10212

(Street)

STAMFORD CT 06904-2212

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GARTNER INC [ IT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Common Stock Equivalents (CSE)	$0	10/01/2025		A		73		(1)	(1)	Common Stock	73	$251	311	D

Explanation of Responses:

1. 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.

	/s/ Kevin Tang for Karen Dykstra	10/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Gartner director Karen Dykstra report on Form 4 (IT)?

She reported receiving 73 Common Stock Equivalents (CSEs) on 10/01/2025 under the Gartner LTIP.

How many Gartner shares does Karen Dykstra beneficially own after the transaction?

The Form 4 reports she beneficially owned 311 shares following the reported transaction.

When do the CSEs convert into Gartner common stock?

Per the Form 4 explanation, the CSEs convert into common stock on the date the director's continuous service terminates, or as otherwise provided in the LTIP.

What is the transaction date and filing signature date on the Form 4?

The transaction date is 10/01/2025 and the Form 4 was signed on 10/03/2025.

Were the CSEs reported as a purchase or as compensation?

They were reported as compensation received for service as an outside director under the Gartner, Inc. Long-Term Incentive Plan.