GARTNER INC
For the period ended Dec 31, 2023. Filed Feb 15, 2024.
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FY2023 · Filed Feb 15, 2024
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ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) 1. and 2. Financial Statements and Schedules
The reports of our independent registered public accounting firm and financial statements listed in the Index to Consolidated Financial Statements herein are filed as part of this report.
All financial statement schedules not listed in the Index have been omitted because the information required is not applicable or is shown in the consolidated financial statements or notes thereto.
- Exhibits
| EXHIBIT NUMBER | DESCRIPTION OF DOCUMENT |
| 3.1(1) | Restated Certificate of Incorporation of the Company. |
| 3.2(2) | By-laws of Gartner, Inc. (as amended through April 29, 2021). |
| 4.1(3) | Indenture (including form of Notes), dated as of June 22, 2020, among Gartner, Inc., the guarantors named therein and U.S. Bank National Association, as a trustee, relating to the $800,000,000 aggregate principal amount of 4.500% Senior Notes due 2028. |
| 4.2(4) | Indenture (including form of Notes), dated as of September 28, 2020, among Gartner, Inc., the guarantors named therein and U.S. Bank National Association, as a trustee, relating to the $800,000,000 aggregate principal amount of 3.750% Senior Notes due 2030. |
| 4.3(4) | Amended and Restated Credit Agreement, dated as of September 28, 2020, among Gartner, Inc., the Lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent. |
| 4.4(4) | Amended and Restated Guarantee and Collateral Agreement, dated as of September 28, 2020, among Gartner, Inc. each subsidiary guarantor party thereto and JPMorgan Chase Bank, N.A. |
| 4.5(5) | Indenture (including form of Notes), dated as of June 18, 2021, among Gartner, Inc., the guarantors named therein and U.S. Bank National Association, as a trustee, relating to the $600,000,000 aggregate principal amount of 3.625% Senior Notes due 2029. |
| 4.6(6)+ | Description of Gartner, Inc.’s Common Stock. |
| 10.1(7)+ | 2011 Employee Stock Purchase Plan, as amended and restated, as of September 1, 2021. |
| 10.2(12)+ | Long-Term Incentive Plan, June 1, 2023 Amendment and Restatement. |
| 10.3(8)+ | Second Amended and Restated Employment Agreement between Eugene A. Hall and the Company dated as of February 14, 2019. |
| 10.4(2)+ | Amendment to Employment Agreement between Eugene A. Hall and the Company dated as of April 29, 2021. |
| 10.5(9)+ | Company Deferred Compensation Plan, effective January 1, 2009. |
| 10.6(10)+ | Form of 2021 Stock Appreciation Right Agreement for executive officers. |
| 10.7(10)+ | Form of 2021 Performance Stock Unit Agreement for executive officers. |
| 10.8(6)+ | Form of 2022 Stock Appreciation Right Agreement for executive officers. |
| 10.9(6)+ | Form of 2022 Performance Stock Unit Agreement for executive officers. |
| 10.10(13)+ | Form of 2023 Stock Appreciation Right Agreement for executive officers. |
| 10.11(13)+ | Form of 2023 Performance Stock Unit Agreement for executive officers. |
| 10.12+* | Form of 2024 Stock Appreciation Right Agreement for executive officers. |
| 10.13+* | Form of 2024 Performance Stock Unit Agreement for executive officers. |
| 10.14+* | Form of 2024 Restricted Stock Unit Agreement for executive officers. |
| 10.15(11)+ | Form of Restricted Stock Unit Agreement for non-employee directors. |
| 10.16+* | Enhanced Executive Rewards Policy. |
|---|---|
| 21.1* | Subsidiaries of Registrant. |
| 23.1* | Consent of Independent Registered Public Accounting Firm. |
| 24.1* | Power of Attorney (see Signature Page). |
| 31.1* | Certification of chief executive officer under Section 302 of the Sarbanes-Oxley Act of 2002. |
| 31.2* | Certification of chief financial officer under Section 302 of the Sarbanes-Oxley Act of 2002. |
| 32* | Certification under Section 906 of the Sarbanes-Oxley Act of 2002. |
| 97+* | Gartner, Inc. Compensation Recoupment (Clawback) Policy. |
| 101.INS* | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
| 101.SCH* | XBRL Taxonomy Extension Schema Document. |
| 101.CAL* | XBRL Taxonomy Extension Calculation Linkbase Document. |
| 101.LAB* | XBRL Taxonomy Extension Label Linkbase Document. |
| 101.PRE* | XBRL Taxonomy Extension Presentation Linkbase Document. |
| 101.DEF* | XBRL Taxonomy Extension Definition Linkbase Document. |
| 104* | Cover Page Interactive Data File, formatted in Inline XBRL (included as Exhibit 101). |
| * | Filed with this document. |
| + | Management compensation plan or arrangement. |
| (1) | Incorporated by reference from the Company’s Current Report on Form 8-K filed on July 6, 2005. |
| (2) | Incorporated by reference from the Company’s Current Report on Form 8-K filed on May 5, 2021. |
| (3) | Incorporated by reference from the Company’s Current Report on Form 8-K filed on June 23, 2020. |
| (4) | Incorporated by reference from the Company’s Current Report on Form 8-K filed on September 28, 2020. |
| (5) | Incorporated by reference from the Company’s Current Report on Form 8-K filed on June 21, 2021. |
| (7) | Incorporated by reference from the Company’s Proxy Statement (Schedule 14A) filed on April 19, 2021. |
| (11) | Incorporated by reference from the Company’s Quarterly Report on Form 10-Q filed on August 1, 2018. |
| (12) | Incorporated by reference from the Company’s Proxy Statement (Schedule 14A) filed on April 17, 2023. |
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