GARTNER INC·4

Feb 10, 5:13 PM ET

Herkes Claire 4

4 · GARTNER INC · Filed Feb 10, 2026

Research Summary

AI-generated summary of this filing

Updated

Gartner (IT) EVP Claire Herkes Receives RSU Vesting (Shares Withheld)

What Happened

  • Claire Herkes, EVP Conferences at Gartner (IT), received vested RSU shares as two scheduled 2026 installments. On Feb 6, 2026 she acquired 576 shares (performance-based RSU installment) and on Feb 8, 2026 she acquired 850 shares (time-based RSU installment), for a total of 1,426 shares issued to her.
  • To satisfy tax withholding, 214 shares (Feb 6) and 277 shares (Feb 8) were withheld and disposed at an imputed price of $156.33 per share, resulting in withholding proceeds of $33,455 and $43,303 respectively (total ≈ $76,758). Net increase to Herkes’s holding from these vestings: +935 shares.

Key Details

  • Transaction dates and actions:
    • 2026-02-06: Conversion of performance-based RSU (576 shares acquired); 214 shares withheld for taxes (disposed) at $156.33.
    • 2026-02-08: Conversion of time-based RSU (850 shares acquired); 277 shares withheld for taxes (disposed) at $156.33.
  • Transaction codes: M = exercise/conversion of derivative (RSU conversion); F = shares withheld for tax withholding.
  • Footnotes:
    • F1: 576 shares = 2026 installment of performance-based RSUs awarded 2/6/2025, vesting in four annual installments starting 2/6/2026.
    • F3: 850 shares = 2026 installment of RSUs awarded 2/8/2025, vesting in four annual installments starting 2/8/2025.
    • F2: 491 shares withheld to cover income/payroll taxes.
  • Shares owned after transaction: Not specified in this Form 4.
  • Filing timeliness: Report filed 2026-02-10 for transactions on 2/6 and 2/8 — appears to be a timely Form 4 filing.

Context

  • These transactions are not open-market purchases or sales for investment — they are issuances upon RSU vesting with a portion withheld to satisfy tax obligations (common “sell-to-cover” practice). Such withholding is routine and does not necessarily indicate a buy or sell signal by the insider.

Insider Transaction Report

Form 4
Period: 2026-02-06
Herkes Claire
EVP, Conferences
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-06+5764,650 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-06$156.33/sh214$33,4554,436 total
  • Exercise/Conversion

    Common Stock

    [F3]
    2026-02-08+8505,286 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-08$156.33/sh277$43,3035,009 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 Claire Herkes|2026-02-10

Documents

1 file
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT