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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Common Stock Equivalents (CSE) | $ 0 | 01/02/2019 | A | 154 | (1) | (1) | Common Stock | 154 | $ 0 | 47,351 | D | ||||
Common Stock Equivalents (CSE) | $ 0 | 01/02/2019 | J(2) | 154 | (1) | (1) | Common Stock | 154 | $ 0 | 47,197 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GRABE WILLIAM O 56 TOP GALLANT RD P.O. BOX 10212 STAMFORD, CT 06904-2212 |
X |
/s/ Kevin Tang for William O. Grabe | 01/04/2019 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | These 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. |
(2) | This reporting person has elected to receive an immediate distribution of the CSE shares. |
(3) | These 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. |
(4) | These 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. |
(5) | This 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. |