Boardroom Alpha
Meeting calendar
IT · Annual meeting · Thursday, May 28, 2026

Gartner Inc

13 nominees · 3 ballot items.

Election of thirteen directors; advisory approval of named executive officer compensation (say-on-pay); and ratification of KPMG LLP as independent registered public accounting firm for fiscal 2026.

Market cap
$9.4B
1Y TSR
-63.7%
Board grade
C+
Record date
Apr 2, 2026
Filing
DEF 14A
Meeting concluded · May 28, 2026

Follow how the vote landed and what changed on Gartner Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.

Proposals

On the ballot3

  1. 1

    Election of Directors

    ManagementBoard: FOR

    Election of thirteen (13) nominees named in the proxy to the Board of Directors to serve until the 2027 annual meeting.

  2. 2

    Approval, on an advisory basis, of the compensation of our Named Executive Officers

    ManagementBoard: FOR

    Advisory (non-binding) 'say-on-pay' vote to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement, including the Compensation Discussion & Analysis, compensation tables and narrative discussion.

    More detail

    This advisory proposal asks stockholders to approve, on a non-binding basis, the compensation of Gartner’s named executive officers as disclosed in the proxy (the CD&A, compensation tables and narrative). Management is seeking shareholder approval to validate its pay-for-performance approach, which heavily weights long-term, performance-based equity (70% of LTI in PSUs, 30% SARs; 95% of CEO pay is incentive-based) and ties awards to the Company’s Contract Value (CV) and EBITDA/revenue metrics. The context includes the Compensation Committee’s use of a peer group benchmarking process, retention-focused multi-year vesting schedules, and an explicit exclusion of the U.S. federal public sector Insights business from 2025 performance targets due to volatility. The Board emphasizes recent pay outcomes—an 82.1% PSU payout and a 119.6% cash bonus payout for 2025—and highlights prior strong shareholder support for say-on-pay (93% in 2025) as evidence of alignment. Approval would be advisory only but the Board and Compensation Committee state they will consider the voting results when setting future pay. Key governance features cited by management in support include independent compensation advisers, robust clawback and stock ownership/hanging requirements, double-trigger change-in-control protections, and limits on repricing and hedging. The proposal raises governance and investor-relations considerations: whether the exclusion of the federal sector from targets and heavy equity orientation create appropriate incentives and risk profiles, and whether realized compensation is aligned with multi-year shareholder returns. A sophisticated evaluation should weigh the Company’s explicit performance metrics tied to CV and EBITDA, the documented rationale for plan design and exclusions, historical shareholder support, and potential agency-risk tradeoffs inherent in long-duration equity and SARs structures.

  3. 3

    Ratification of the appointment of KPMG LLP as independent registered public accounting firm for the 2026 fiscal year

    ManagementBoard: FOR

    Ratify the Audit Committee’s appointment of KPMG LLP as Gartner’s independent registered public accounting firm for the 2026 fiscal year.

Director elections

Nominees on the ballot13

Independent
Tenure on this board
10.0 yrs
Also a director at
Automatic Data Processing Inc (ADP)
Independent
Tenure on this board
0.5 yrs
Also a director at
Omnicell Inc (OMCL)Corebridge Financial Inc (CRBG)
Independent
Tenure on this board
20.5 yrs
Also a director at
Iheartmedia Inc (IHRT)
Independent
Tenure on this board
19.1 yrs
Also a director at
Atlassian Corp (TEAM)Arm Holdings PLC (ARM)
Independent
Tenure on this board
5.0 yrs
Also a director at
Sally Beauty Holdings Inc (SBH)Mattel Inc (MAT)
Independent
Tenure on this board
36.0 yrs
Also a director at
Coherent Corp (COHR)Norwegian Cruise Line Holdings Ltd (NCLH)
Independent
Tenure on this board
0.5 yrs
Also a director at
Symbotic Inc (SYM)
Independent
Tenure on this board
8.7 yrs
Also a director at
Capital One Financial Corp (COF)
Ownership

Top institutional holders10

Latest 13F quarter
1BAMCO INC /NY/8.8%5,917,616$937M
2Independent Franchise Partners LLP6.9%4,600,771$728M
3VANGUARD CAPITAL MANAGEMENT LLC6.7%4,468,135$707M
4VANGUARD PORTFOLIO MANAGEMENT LLC5.5%3,693,957$585M
5AQR CAPITAL MANAGEMENT LLC5.2%3,502,405$555M
6BlackRock, Inc.4.9%3,294,290$522M
7STATE STREET CORP4.9%3,266,779$517M
8HARRIS ASSOCIATES L P4.7%3,135,774$497M
9Capital International Investors3.0%2,022,839$320M
10GEODE CAPITAL MANAGEMENT, LLC3.0%1,991,683$314M
Filings

Recent key filings

Periodic reports
Definitive proxies
Reference

Frequently asked questions

When is the Gartner Inc 2026 annual meeting?
Gartner Inc (IT) holds its 2026 annual shareholder meeting on Thursday, May 28, 2026.
What is the record date for the Gartner Inc 2026 meeting?
The record date for the Gartner Inc 2026 meeting is Thursday, April 2, 2026. Shareholders of record on or before that date are eligible to vote.
Who are the director nominees for Gartner Inc's 2026 meeting?
The board is presenting 13 director nominees at the Gartner Inc 2026 meeting, listed with their independence status and background.
What proposals will shareholders vote on at the Gartner Inc 2026 meeting?
Shareholders will vote on 3 proposals at the Gartner Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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