GARTNER INC·4

Feb 10, 5:06 PM ET

Genovese Yvonne 4

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.