SEC Form 4 · accession 0001127602-19-001395
GARTNER INC · IT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William O Grabe
Director
Period of report
Jan 2, 2019
Accepted (ET)
Jan 4, 2019 · 5:18 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000749251
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF5 | Jan 2, 2019 | J | 154 | $0.00 | A | 159 | D | |
| Common StockF3 | holding | — | — | — | 101,499 | I | 2017 GRAT | |
| Common StockF4 | holding | — | — | — | 31,526 | I | 2018 GRAT |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock Equivalents (CSE)F1 | $0.00 | Jan 2, 2019 | A | 154 | A | — | — | Common Stock | 154 | 47,351 | D |
| Common Stock Equivalents (CSE)F1 | $0.00 | Jan 2, 2019 | J | 154 | D | — | — | Common Stock | 154 | 47,197 | D |
Explanation of responses
- F1These are Common Stock Equivalents ("CSE") received as compensation for service as an outside director of Gartner, Inc. They were granted under the Company's 2014 Long-Term Incentive Plan ("2014 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 2014 LTIP.
- F2This reporting person has elected to receive an immediate distribution of the CSE shares.
- F3These shares are held in a grantor retained annuity trust created on September 15, 2017 when the reporting person transferred 130,622 Gartner shares to the trust (the "2017 GRAT"). These shares are held in trust for the benefit of the reporting person and his children. On September 14, 2018, 29,123 shares were distributed from the 2017 GRAT to the reporting person. The reporting person is the Trustee of the 2017 GRAT.
- F4These shares are held in a grantor retained annuity trust created on November 14, 2018 when the reporting person transferred 31,526 Gartner shares to the trust (the "2018 GRAT"). These shares are held in trust for the benefit of the reporting person and his children. The reporting person is the Trustee of the 2018 GRAT.
- F5This balance reflects the number of shares directly held by the reporting person following share transfers relating to the 2017 GRAT and the 2018 GRAT, described in footnotes (3) and (4), as well as the CSE distribution reported herein.