Gartner (NYSE: IT) EVP receives RSU shares and covers tax obligations in stock

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Gartner Inc. executive Altaf Rupani reported routine equity compensation activity involving restricted stock units (RSUs) and common stock. On February 6, 2026, RSUs converted into 376 shares of common stock at $0 per share, with 158 shares withheld at $156.33 for taxes, leaving 777 shares directly owned.

On February 8, 2026, additional RSUs converted into 519 common shares at $0 per share, with 178 shares withheld at $156.33 for taxes, resulting in 1,118 common shares held directly. Following these transactions, Rupani also directly holds 1,128 performance-based RSUs and 1,036 time-based RSUs, each convertible into common stock on a one-for-one basis under multi-year vesting schedules.

Insider Trade Summary

895 shares exercised/converted

Mixed 6 txns

Insider Rupani Altaf

Role EVP, Chief Information Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	519	$0.00	--
Exercise	Common Stock	519	$0.00	--
Tax Withholding	Common Stock	178	$156.33	$28K
Exercise	Restricted Stock Units	376	$0.00	--
Exercise	Common Stock	376	$0.00	--
Tax Withholding	Common Stock	158	$156.33	$25K

Holdings After Transaction: Restricted Stock Units — 1,036 shares (Direct); Common Stock — 1,296 shares (Direct)

Footnotes (1)

Represents shares acquired upon the release of the performance-based RSUs awarded on February 6, 2025 and certified in February 2026. These performance-based RSUs convert into common stock on a one-for-one basis and vest in four substantially equal annual installments commencing on February 6, 2026. This represents the 2026 installment. Represents shares withheld for the payment of applicable income and payroll withholding taxes. Represents shares acquired upon the release of RSUs, which convert into common stock on a one-for-one basis. These RSUs vest in four substantially equal annual installments commencing on February 8, 2025. This represents the 2026 installment.

Form 4 Insider Transactions: What Each Field Means →

02/10/2026 - 05:09 PM

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

OMB APPROVAL

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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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Rupani Altaf

(Last)

(First)

(Middle)

56 TOP GALLANT RD

(Street)

STAMFORD

06904

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, Chief Information Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/06/2026		M		376⁽¹⁾	A	$0	935	D
Common Stock	02/06/2026		F		158⁽²⁾	D	$156.33	777	D
Common Stock	02/08/2026		M		519⁽³⁾	A	$0	1,296	D
Common Stock	02/08/2026		F		178⁽²⁾	D	$156.33	1,118	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	$0	02/06/2026		M			376⁽¹⁾	⁽¹⁾	⁽¹⁾	Common Stock	376	$0	1,128	D
Restricted Stock Units	$0	02/08/2026		M			519⁽³⁾	⁽³⁾	⁽³⁾	Common Stock	519	$0	1,036	D

Explanation of Responses:

1. Represents shares acquired upon the release of the performance-based RSUs awarded on February 6, 2025 and certified in February 2026. These performance-based RSUs convert into common stock on a one-for-one basis and vest in four substantially equal annual installments commencing on February 6, 2026. This represents the 2026 installment.

2. Represents shares withheld for the payment of applicable income and payroll withholding taxes.

3. Represents shares acquired upon the release of RSUs, which convert into common stock on a one-for-one basis. These RSUs vest in four substantially equal annual installments commencing on February 8, 2025. This represents the 2026 installment.

	/s/ Kevin Tang for Altaf Rupani	02/10/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Gartner (IT) executive Altaf Rupani report in this Form 4 filing?

Altaf Rupani reported the vesting and settlement of restricted stock units into common stock and related tax withholdings. The transactions reflect equity compensation mechanics, not open-market purchases or discretionary sales, and update his directly owned shares and remaining RSU holdings at Gartner.

How many Gartner shares did Altaf Rupani acquire from RSU conversions in February 2026?

Rupani acquired 376 common shares from performance-based RSUs on February 6, 2026 and 519 common shares from RSUs on February 8, 2026. Both conversions occurred at an exercise price of $0 per share as part of previously granted restricted stock unit awards.

Why were some Gartner (IT) shares withheld at $156.33 in Rupani’s Form 4?

The filing shows 158 shares on February 6 and 178 shares on February 8 withheld at $156.33 per share. These withholdings were specifically for applicable income and payroll tax obligations tied to the RSU vesting, rather than discretionary open-market sales.

How many Gartner common shares does Altaf Rupani hold after these transactions?

After the reported February 2026 transactions, Rupani directly owns 1,118 shares of Gartner common stock. This balance reflects RSU conversions into stock and share withholdings for taxes, as shown in the non-derivative securities table of the Form 4 filing.

What RSU balances does Altaf Rupani have after the reported Gartner transactions?

Following the February 6 and February 8, 2026 events, Rupani directly holds 1,128 performance-based restricted stock units and 1,036 time-based restricted stock units. Each unit converts into one share of common stock upon vesting, under multi-year installment schedules described in the footnotes.

How do the performance-based RSUs reported by Altaf Rupani vest at Gartner?

The performance-based RSUs were awarded on February 6, 2025 and certified in February 2026, vesting in four substantially equal annual installments starting February 6, 2026. The 376-share release reported here represents the 2026 installment under that multi-year performance-based vesting schedule.