GARTNER INC·4

Feb 10, 5:06 PM ET

Genovese Yvonne 4

4 · GARTNER INC · Filed Feb 10, 2026

Research Summary

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Gartner EVP Yvonne Genovese Receives RSU Shares; Tax Withholding

What Happened
Yvonne Genovese, EVP, Business & Technology Insights at Gartner, had performance-based and time-based restricted stock units (RSUs) convert into common shares as part of the 2026 vesting installment. She was issued 576 shares on Feb 6, 2026 and 850 shares on Feb 8, 2026 (1,426 total) at $0.00 per share (RSU conversion). To cover withholding taxes, 171 shares (Feb 6) and 187 shares (Feb 8) were surrendered/withheld at $156.33 per share, producing withholding amounts of $26,732 and $29,234 respectively (≈ $55,966 total). These were not open‑market sales but tax withholdings tied to the RSU releases.

Key Details

  • Transaction dates: Feb 6, 2026 (576 shares acquired; 171 withheld), Feb 8, 2026 (850 shares acquired; 187 withheld).
  • Prices and values: withholding price $156.33/share; withheld value $26,732 (Feb 6) and $29,234 (Feb 8); total value of shares issued ≈ $222,927; total withheld ≈ $55,966.
  • Codes: M = conversion/exercise of derivative (RSU conversion); F = shares withheld to satisfy tax withholding.
  • Footnotes: F1 = performance-based RSUs (awarded Feb 6, 2025; certified Feb 2026; this is the 2026 installment). F3 = time-based RSUs (vest schedule began Feb 8, 2025; this is the 2026 installment). F2 = shares withheld for income/payroll taxes.
  • Shares owned after transaction: not disclosed in the provided filing excerpt.
  • Timeliness: Form filed Feb 10, 2026; filing appears timely (within the required two business days).

Context
These transactions reflect routine vesting and tax-withholding of RSU compensation—not a cash purchase or an open-market sale. The conversions were one-for-one RSU releases (no exercise price paid), and the withheld shares served to cover income/payroll tax obligations. Such vesting-related withholdings are common and do not, by themselves, indicate a management buy/sell signal.

Insider Transaction Report

Form 4
Period: 2026-02-06
Genovese Yvonne
EVP, Bus. & Tech. Insights
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-06+5765,465 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-06$156.33/sh171$26,7325,294 total
  • Exercise/Conversion

    Common Stock

    [F3]
    2026-02-08+8506,144 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-08$156.33/sh187$29,2345,957 total
  • Exercise/Conversion

    Restricted Stock Units

    [F1]
    2026-02-065761,727 total
    Exercise: $0.00Common Stock (576 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F3]
    2026-02-088501,700 total
    Exercise: $0.00Common Stock (850 underlying)
Footnotes (3)
  • [F1]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.
  • [F2]Represents shares withheld for the payment of applicable income and payroll withholding taxes.
  • [F3]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.
Signature
/s/ Kevin Tang for Yvonne Genovese|2026-02-10

Documents

1 file
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT