Gartner (IT) Form 4 GARTNER / Claire Herkes ownership change

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^*

Herkes Claire

(Last) (First) (Middle)

56 TOP GALLANT ROAD

(Street)

STAMFORD CT 06902

(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, Conferences

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2024

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
Common Stock	02/09/2024		M		892(1)	A	$0	2,904	D
Common Stock	02/09/2024		F		414(2)	D	$463.52	2,490	D
Common Stock	02/09/2024		M		977(3)	A	$0	3,467	D
Common Stock	02/09/2024		F		307(2)	D	$463.52	3,160	D
Common Stock	02/10/2024		M		1,937(4)	A	$0	5,097	D
Common Stock	02/10/2024		F		795(2)	D	$463.52	4,302	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	$0	02/09/2024		A		3,568		(5)	(5)	Common Stock	3,568	$0	3,568	D
Restricted Stock Units	$0	02/09/2024		M			892(1)	(1)	(1)	Common Stock	892	$0	2,676	D
Restricted Stock Units	$0	02/09/2024		M			977(3)	(3)	(3)	Common Stock	977	$0	1,952	D
Restricted Stock Units	$0	02/10/2024		M			1,937(4)	(4)	(4)	Common Stock	1,937	$0	1,937	D

Explanation of Responses:

1. Represents shares acquired upon the vesting of the first installment of the RSUs in footnote 5 on February 9, 2024. The RSUs convert into common stock on a one-for-one basis.

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 9, 2023. This represents the 2024 installment.

4. 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 10, 2022. This represents the 2024 installment.

5. These performance-based RSUs were awarded on February 9, 2023 and vest in four substantially equal annual installments, commencing on February 9, 2024. This represents the actual number of RSUs awarded after the performance metric was certified.

	/s/ Kevin Tang for Claire Herkes	02/13/2024
	** 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).
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