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8-K

Gartner Inc (IT)

8-K 2020-06-11 For: 2020-06-08
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

June 8, 2020

GARTNER, INC.

(Exact name of registrant as specified in its charter)

DELAWARE 1-14443 04-3099750
(State or Other Jurisdiction<br> <br>of Incorporation) (Commission<br> <br>File Number) (IRS Employer<br> <br>Identification No.)

P.O. Box 10212

56 Top Gallant Road

Stamford, CT 06902-7747

(Address of Principal Executive Offices, including Zip Code)

(203) 316-1111

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
--- ---
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
--- ---
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br> <br>Symbol(s) Name of each exchange<br> <br>on which registered
Common Stock, $0.0005 par value per share IT New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The 2020 Annual Meeting of Stockholders of Gartner, Inc. (the “Company”) was held on June 8, 2020. With respect to the three proposals put before the stockholders, the voting results were as follows:

Proposal 1 – Election of ten nominees to the Company’s Board of Directors:

Name For Against Abstain Broker Non-<br> <br>Votes
Peter E. Bisson 78,957,941 544,264 34,088 3,660,365
Richard J. Bressler 77,962,874 1,537,690 35,729 3,660,365
Raul E. Cesan 76,659,925 2,842,430 33,938 3,660,365
Karen E. Dykstra 78,401,206 868,407 266,680 3,660,365
Anne Sutherland Fuchs 74,788,946 4,480,698 266,649 3,660,365
William O. Grabe 71,883,521 7,621,672 31,100 3,660,365
Eugene A. Hall 78,886,562 618,139 31,592 3,660,365
Stephen G. Pagliuca 78,263,451 1,241,495 31,347 3,660,365
Eileen Serra 79,243,710 263,144 29,439 3,660,365
James C. Smith 75,448,205 3,822,456 265,632 3,660,365

Proposal 2 – Approval, on an advisory basis, of the compensation of the Company’s named executive officers:

Votes For 75,507,263
Votes Against 3,989,543
Abstentions 39,487
Broker Non-Votes 3,660,365

Proposal 3 – Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the 2020 fiscal year:

Votes For 81,383,914
Votes Against 1,784,006
Abstentions 28,738

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Gartner, Inc.
Date: June 11, 2020 By: /s/ Craig W. Safian
Craig W. Safian<br> <br>Executive Vice President and<br> <br>Chief Financial Officer