Spine set at 1p6

GARTNER HEADQUARTERS

Corporate Headquarters 56 Top Gallant Road Stamford, CT 06902-7700 USA +1 203 964 0096

Europe Headquarters Tamesis The Glanty Egham Surrey, TW20 9AW UNITED KINGDOM +44 1784 431611

Asia/Pacific Headquarters Gartner Australasia Pty. Ltd. Level 18 40 Mount Street North Sydney 2060 New South Wales AUSTRALIA +61 2 9459 4600

Japan Headquarters Gartner Japan, Ltd. Atago Green Hills MORI Tower, 5F 2-5-1 Atago, Minato-ku Tokyo 105-6205, JAPAN +81 3 6430 1800

Latin America Headquarters Gartner do Brasil Av. Das Nações Unidas 12.551, 25º andar World Trade Center, Brooklin Novo São Paulo 04573-903 BRAZIL + 55 11 3043 7544

© 2016 Gartner, Inc. and/or its affiliates. All rights reserved. Gartner and ITxpo are registered trademarks of Gartner, Inc. or its affiliates. For more information, email info@gartner.com or visit gartner.com. Produced by Marketing Communications COCORPANNLRPRT033016

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2015 Annual Report

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Dear Shareholders:

Digital business is upon us. Technology is fueling new sources of value, new sources of revenue and unprecedented opportunity everywhere around the world. The merging of the digital and physical worlds is creating new business models that are disrupting entire industries.

Digital transformation also brings tremendous risk and complexity. Threats of malware, phishing attacks, denial of service continue, unabated. The number of decisions business leaders are making each day is increasing.

When you add the Internet of Things and the cloud to these changes, the risk and complexity becomes unstoppably more pervasive. Yet, technology remains the single best way to drive ongoing performance improvements for virtually every institution in the world.

Gartner is at the heart of technology.

Our clients, chief information officers, digital marketing and supply chain leaders, IT and business professionals and others depend on us for the insight and advice they need to determine where, and how, to leverage technology to achieve their goals in the digital economy.

We Have a Consistent, Winning Strategy for Sustained GrowthAt the core of Gartner, we have five elements that drive our sustained growth strategy.

• We have a strong value proposition, delivering unique and competitively differentiated insight on clients’ mission-critical priorities. We provide high client value at a very low cost.

• We have a vast market opportunity, driven by the pervasive criticality and rapid rate of change in technology. Also, we have increased our addressable market through strategic acquisitions, organic growth and product development to include markets such as supply chain and marketing.

• We have a winning strategy, creating highly scalable market-leading insights that are delivered through innovative, differentiated offerings. We are continuously improving and growing our organizational capability to capture our vast market opportunity.

• We have an extraordinary business model, which is based on recurring revenues and high retention rates. Our clients are highly diversified across geography, industry and client size. Our incremental margins are high, and we generate free cash flow substantially in excess of our net income.

• We have exceptional execution capabilities. We are perpetually performance-driven and our leadership team has breadth and depth, which has led to a record of sustained double-digit performance in our key metrics. In addition, our strong cash flow generation has delivered sustained shareholder value.

We Delivered Against All Our Key Metrics for 2015During 2015, the macroeconomic environment was challenging. Many major economic regions around the world experienced slowing economic growth or outright declines. Our clients in the oil and gas industry suffered from a significant decline in oil prices, which also impacted entire regions. Unemployment rates in many European countries remained high, and virtually all currencies continued to weaken relative to the U.S. dollar.

Despite this backdrop, we continued to deliver against all our key metrics in 2015. For the full year 2015, we generated almost $2.2 billion of revenue and $408

Gene HallChief Executive Officer

Craig SafianChief Financial Officer

Michael J. BingleManaging PartnerManaging DirectorSilver Lake

Richard J. BresslerPresident and Chief Financial OfficeriHeart Media, Inc.

Raul E. CesanFounder and Managing PartnerCommercial Worldwide, LLC

Former President and COOSchering-Plough Corporation

Karen E. DykstraFormer Chief Financial and Administrative OfficerAOL

Former Chief Financial OfficerADP

Anne Sutherland FuchsConsultantFormer Chair, Commission on Women’s Issues for New York City

William O. GrabeAdvisory DirectorGeneral Atlantic

Eugene A. HallChief Executive OfficerGartner

Stephen G. PagliucaManaging DirectorBain Capital Partners

Managing PartnerBoston Celtics

James C. SmithChairman of the BoardGartner

Retired Chairman and CEOFirst Health Group Corp.

Board of Directors

84113Cvr_Insert_2015AR_spread.indd 4-6 4/1/16 1:43 PM

million of normalized EBITDA, representing an increase of 13% year over year, excluding the impact of foreign exchange, for both metrics. Diluted earnings per share, excluding acquisition adjustments, was $2.39 in 2015, a year-over-year increase of approximately 12%, excluding the impact of foreign exchange, and free cash flow increased to $316 million.

These results reflect the tremendous value we deliver to our clients and are a testament to our strong fundamentals. And we are not standing still.

We continue to make significant investments in our talent. In 2015, we added more depth to our global analyst community, we invested in recruiting and in training, and we are continually improving our customer service processes. We entered 2016 with the highest number of salespeople than ever before, and all our leading indicators suggest that the talent we have in our organization today is better than it’s ever been.

During 2015, we also continued to invest to augment our core IT offering. Our strategic acquisitions of Nubera and Capterra extend our offerings into the small-business sector, further expanding our vast addressable market.

We’re getting better, stronger and faster year after year. Gartner is more prepared than ever to continue to drive consistent, sustained growth across its key metrics for years to come.

Business Segment ReviewGartner Research, our largest and most profitable business, closed another record-breaking year with reported revenue of $1.6 billion, an increase of 16% year over year, excluding the impact of foreign exchange. We closed 2015 with a reported contract value (a key indicator of future revenue and profitability) of $1.7 billion, an increase of 14% year over year, excluding the impact of foreign exchange, and the highest reported contract value in Gartner history.

Gartner Consulting generated revenue of $328 million in 2015. Excluding the impact of foreign exchange, this was essentially flat when compared with 2014. However, we closed the year with $118 million of backlog (our leading indicator of future growth in Gartner Consulting) — the highest in our history. Gartner Consulting is

aligned with the mission-critical priorities of Gartner’s largest clients, helping them put Gartner research insights to work and leverage its proprietary benchmark data. Through investments in Managing Partners and by providing on-site, longer-term customized support, Gartner deepens its overall relationship with its largest clients.

Gartner Events had another great year. Our flagship event, Gartner Symposium/ITxpo®, drove record attendance. In total, the 65 events we held in 2015 generated revenue of $252 million, up 18% over 2014, excluding foreign exchange impact, and attracted more than 52,000 attendees.

Our events business is the leading global technology conference provider, enabling IT, supply chain and digital marketing professionals around the world to experience our research, interact with our analysts and meet with technology providers — all in a single forum. We remain focused on ensuring every single event we produce is the must-attend conference for the communities we serve in every geography in which we operate.

Consistent Execution for Long-Term Results Gartner is the strongest company it has ever been. We have a unique and competitively differentiated value proposition, an enormous and growing market opportunity, a winning strategy, an extraordinary business model that generates cash in excess of earnings, exceptional execution capabilities that have consistently delivered value back to our shareholders, and more than a decade of double-digit growth in our key metrics. We believe we have all the elements in place to continue to drive sustained growth for many years to come, and in just about any economic environment.

On behalf of everyone at Gartner, thank you for your support.

Gene HallChief Executive Officer

Craig SafianChief Financial Officer

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The Numbers: Highlights

The graph matches the cumulative five-year total return of holders of Gartner, Inc.’s common stock with the cumulative total returns of the S&P Midcap 400 index and a customized peer group of two companies that includes CEB Inc. and Forrester Research, Inc. The graph assumes that the value of the investment in our common stock, in each index, and in the peer group (including reinvestment of dividends) was $100 on 12/31/2010 and tracks it through 12/31/2015.

Segment Revenue 2015 ($ in millions)

Research Contract Value ($ in millions)

Comparison of Five-Year Cumulative Total ReturnAmong Gartner, Inc., the S&P Midcap 400 Index and a Peer Group

Events: $252

Consulting: $328

Research: $1,583

$300

$250

$200

$150

$100

$50

$012/10 12/1212/11 12/13 12/14 12/15

$1,750

$1,500

$2,000

1,250

1,000

750

500

250

0

$1,116

$1,603

$1,761

$1,423

$1,263

’11 ’12 ’14 ’15’13

Gartner, Inc.S&P Midcap 400Peer Group

84113Cvr_Insert_2015AR_spread.indd 8 4/1/16 1:44 PM

(In thousands, except income per share, employees and research client enterprises)

Year ended December 31,

2015 2014 2013 2012 2011

STATEMENT OF OPERATIONS DATA

Total revenues $ 2,163,056 $ 2,021,441 $ 1,784,213 $ 1,615,808 $ 1,468,588

Net income 175,635 183,766 182,801 165,903 136,902

Diluted income per common share $ 2.06 $ 2.03 $ 1.93 $ 1.73 $ 1.39

Weighted average shares outstanding (diluted) 85,056 90,719 94,830 95,842 98,846

Common shares outstanding at year-end 82,338 87,521 91,966 93,361 93,343

CASH FLOW DATA

Operating cash flows $ 345,561 $ 346,779 $ 315,654 $ 279,813 $ 255,566

As of December 31,

2015 2014 2013 2012 2011

BALANCE SHEET DATA

Cash and cash equivalents $ 372,976 $ 365,302 $ 423,990 $ 299,852 $ 142,739

Current assets 1,140,997 1,096,658 1,084,882 927,466 705,785

Total assets 2,174,686 1,904,351 1,783,582 1,621,277 1,379,872

Current liabilities 1,323,492 1,215,218 1,159,923 1,070,000 921,137

Total debt 825,000 405,000 205,000 205,000 200,000

Total liabilities 2,307,086 1,743,180 1,422,266 1,314,604 1,198,088

Stockholders’ (deficit) equity $ (132,400) $ 161,171 $ 361,316 $ 306,673 $ 181,784

STATISTICAL DATA

Research contract value $ 1,760,700 $ 1,603,200 $ 1,423,179 $ 1,262,865 $ 1,115,801

Research client enterprises 10,796 9,958 9,071 8,630 8,070

Consulting backlog $ 117,700 $ 102,600 $ 106,130 $ 102,718 $ 100,564

Employees 7,834 6,758 5,997 5,468 4,975

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Investor Relations

Account QuestionsOur transfer agent can help you with a variety of shareholder-related services, including:

• Account information• Transfer instructions• Change of address

• Lost certificates• Direct share registration

You can call our transfer agent at:+1 800 937 5449 (toll-free; U.S. shareholders only)+1 718 921 8124 (non-U.S. shareholders)

You can also write our transfer agent and registrar at: American Stock Transfer & Trust Company, LLC Shareholder Relations 59 Maiden Lane – Plaza Level New York, NY 10038 USA info@amstock.com

Shareholders of record who receive more than one copy of this annual report can contact our transfer agent and arrange to have their accounts consolidated. Shareholders who own Gartner stock through a brokerage firm can contact their broker to request consolidation of their accounts.

Contact InformationTo contact Gartner Investor Relations, call +1 203 316 6537 or send a fax to +1 203 316 6525. We can be contacted during East Coast business hours to answer investment-oriented questions about Gartner.

In addition, you can write us at: Gartner Investor Relations 56 Top Gallant Road P.O. Box 10212 Stamford, CT 06904-2212 USA

Or send us an email at investor.relations@gartner.com. To get financial information online, visit investor.gartner.com.

Independent Registered Public Accounting FirmKPMG LLP 345 Park Avenue New York, NY 10154 USA

As a Gartner shareholder, you’re invited to take advantage of shareholder services or to request more information about Gartner.

(In thousands, except income per share, employees and research client enterprises)

Year ended December 31,

2015 2014 2013 2012 2011

STATEMENT OF OPERATIONS DATA

Total revenues $ 2,163,056 $ 2,021,441 $ 1,784,213 $ 1,615,808 $ 1,468,588

Net income 175,635 183,766 182,801 165,903 136,902

Diluted income per common share $ 2.06 $ 2.03 $ 1.93 $ 1.73 $ 1.39

Weighted average shares outstanding (diluted) 85,056 90,719 94,830 95,842 98,846

Common shares outstanding at year-end 82,338 87,521 91,966 93,361 93,343

CASH FLOW DATA

Operating cash flows $ 345,561 $ 346,779 $ 315,654 $ 279,813 $ 255,566

As of December 31,

2015 2014 2013 2012 2011

BALANCE SHEET DATA

Cash and cash equivalents $ 372,976 $ 365,302 $ 423,990 $ 299,852 $ 142,739

Current assets 1,140,997 1,096,658 1,084,882 927,466 705,785

Total assets 2,174,686 1,904,351 1,783,582 1,621,277 1,379,872

Current liabilities 1,323,492 1,215,218 1,159,923 1,070,000 921,137

Total debt 825,000 405,000 205,000 205,000 200,000

Total liabilities 2,307,086 1,743,180 1,422,266 1,314,604 1,198,088

Stockholders’ (deficit) equity $ (132,400) $ 161,171 $ 361,316 $ 306,673 $ 181,784

STATISTICAL DATA

Research contract value $ 1,760,700 $ 1,603,200 $ 1,423,179 $ 1,262,865 $ 1,115,801

Research client enterprises 10,796 9,958 9,071 8,630 8,070

Consulting backlog $ 117,700 $ 102,600 $ 106,130 $ 102,718 $ 100,564

Employees 7,834 6,758 5,997 5,468 4,975

84113Cvr_Insert_2015AR_spread.indd 10 4/1/16 1:44 PM

April 11, 2016

Dear Stockholder:

On behalf of the Board of Directors and Management of Gartner, Inc., I invite you to attend our 2016 Annual Meeting of Stockholders to be held on Thursday, May 26, 2016, at 10 a.m. local time, at our corporate headquarters at 56 Top Gallant Road, Stamford, Connecticut.

Details of the business to be conducted at the meeting are given in the Notice of Annual Meeting of Stockholders and Proxy Statement which follow this letter. The 2015 Annual Report to Stockholders is also included with these materials.

We have mailed to many of our stockholders a Notice of Internet Availability of Proxy Materials (the “Notice”) containing instructions on how to access our 2016 Proxy Statement and our 2015 Annual Report to Stockholders, and how to vote online on the three management Proposals put before you this year. The Notice also includes instructions on how to request a paper or email copy of the proxy materials, including the Notice of Annual Meeting, Proxy Statement and Annual Report, and proxy card or voting instruction card. Stockholders who previously either requested paper copies of the proxy materials or elected to receive the proxy materials electronically did not receive a Notice, and will receive the proxy materials in the format requested.

In addition, by following the e-consent instructions in the proxy card, stockholders may go paperless in future solicitations and request proxy materials electronically by email on an ongoing basis.

Your vote is important. Whether or not you plan to attend the Annual Meeting, we urge you to review the proxy materials and vote your shares, regardless of the number of shares you hold, as soon as possible. You may vote by proxy over the internet or by telephone using the instructions provided in the Notice. Alternatively, if you received paper copies of the proxy materials by mail, you can also vote by following the instructions on the proxy card or voting instruction card. Instructions regarding the three methods of voting are contained in the Notice, proxy card or voting instruction card.

If you have any questions about the meeting, please contact our Investor Relations Department at (203) 316-6537.

Sincerely,

Eugene A. Hall Chief Executive Officer

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS Date: Thursday, May 26, 2016 Time: 10:00 a.m. local time Location: 56 Top Gallant Road Stamford, Connecticut 06902 Matters To Be Voted On: (1) Election of nine members of our Board of Directors;

(2) Advisory approval of the Company’s executive compensation; (3) Ratification of the appointment of KPMG LLP as our independent auditor for

2016. Record Date: March 31, 2016 – You are eligible to vote if you were a stockholder of record on this

date. By Order of the Board of Directors,

Daniel S. Peale Corporate Secretary

Stamford, Connecticut April 11, 2016

TABLE OF CONTENTS

GENERAL INFORMATION

1

The Annual Meeting and Proposals 1 Information Concerning Proxy Materials and

the Voting of Proxies

1

THE BOARD OF DIRECTORS

4

General Information About Our Board of Directors

4

Majority Vote Standard Compensation of Directors

6 6

Director Compensation Table

6

CORPORATE GOVERNANCE

7

Board Principles and Practices 7 Director Independence 7 Board Leadership Structure 8 Risk Oversight 8 Board and Committee Meetings and Annual

Meeting Attendance

8 Committees Generally and Charters 9 Audit Committee 9 Compensation Committee 10 Governance/Nominating Committee 10 Director Stock Ownership Guidelines 11 Code of Ethics and Code of Conduct

PROPOSAL ONE: ELECTION OF DIRECTORS Nominees for Election to the Board of Directors Recommendation of Our Board

11

12

12 12

EXECUTIVE OFFICERS

13

General Information About Our Current Executive Officers

13

COMPENSATION DISCUSSION & ANALYSIS

14

Executive Summary 14 Compensation Setting Process for 2015 18 Other Compensation Policies and Information 24

Executive Stock Ownership and Holding Period Guidelines

Clawback Policy Hedging and Pledging Policies Accounting and Tax Impact Grant of Equity Awards

Compensation Committee Report

24 24 24 24 24 24 25

COMPENSATION TABLES AND NARRATIVE DISCLOSURES

26

Summary Compensation Table 26 Other Compensation Table 27 Grants of Plan-Based Awards Table 28 Employment Agreements With

Executive Officers Potential Payments Upon Termination or Change in Control

29

32

Outstanding Equity Awards at Fiscal Year-End Table

34

Option Exercises and Stock Vested Table 35 Non-Qualified Deferred Compensation Table 35

Equity Compensation Plan Information

36

PROPOSAL TWO: ADVISORY APPROVAL OF THE COMPANY’S EXECUTIVE COMPENSATION

37

Recommendation of Our Board

37

SECURITY OWNERSHP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

38

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

39

TRANSACTIONS WITH RELATED PERSONS 39

PROPOSAL THREE: RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITOR

40

Principal Accountant Fees and Services 40 Audit Committee Report 41 Recommendation of Our Board

41

MISCELLANEOUS

41

Stockholder Communications 41 Available Information 41 Process for Submission of Stockholder Proposals

for Our 2017 Annual Meeting

42 Annual Report 42

1

56 Top Gallant Road Stamford, Connecticut 06902

PROXY STATEMENT

For the Annual Meeting of Stockholders to be held on May 26, 2016

GENERAL INFORMATION The Annual Meeting and Proposals The 2016 Annual Meeting of Stockholders of Gartner, Inc. will be held on Thursday, May 26, 2016, for the purposes set forth in the accompanying Notice of Annual Meeting of Stockholders and described in greater detail below. This Proxy Statement and form of proxy, together with our 2015 Annual Report to Stockholders, are being furnished in connection with the solicitation by the Board of Directors of proxies to be used at the meeting and any adjournment of the meeting, and are first being made available to our stockholders on or around April 11, 2016. We will refer to your company in this Proxy Statement as “we”, “us”, the “Company” or “Gartner.” The three proposals to be considered and acted upon at the Annual Meeting, which are described in more detail in this Proxy Statement, are:

Election of nine (9) nominees to our Board of Directors; Advisory approval of the Company’s executive compensation; Ratification of the appointment of KPMG LLP as our independent auditor for the 2016 fiscal year.

Management does not intend to present any other items of business and is not aware of any matters other than those set forth in this Proxy Statement that will be presented for action at the 2016 Annual Meeting of Stockholders. However, if any other matters properly come before the Annual Meeting, the persons designated by the Company as proxies may vote the shares of Common Stock they represent in their discretion. Information Concerning Proxy Materials and the Voting of Proxies Why is it Important to Vote: Voting your shares is important to ensure that you have a say in the governance of the Company. Additionally, repeated failure to vote may subject your shares to risk of escheatment. For more information on escheatment laws, please visit www.investor.gartner.com. Please review the proxy materials and follow the relevant instructions to vote your shares. We hope you will exercise your rights and fully participate as a stockholder in the future of Gartner, Inc. Why Did You Receive a Notice Regarding Availability of Proxy Materials? Securities and Exchange Commission (SEC) rules allow companies to furnish proxy materials to their stockholders via the Internet. This “e-proxy” process expedites stockholders’ receipt of proxy materials, while significantly lowering the costs and reducing the environmental impact of our annual meeting. Accordingly, on April 11, 2016, we mailed to our stockholders (other than those who previously have requested printed proxy materials) a Notice of Internet Availability of Proxy Materials (the “Notice”). If you received a Notice, you will not receive a printed copy of the proxy materials unless you request one. The Notice provides instructions on how to access our proxy materials for the Annual Meeting on a website, how to request a printed copy of the proxy materials and how to vote your shares. We will mail printed copies of our proxy materials to those stockholders who have already elected to receive printed proxy materials. If Your Shares Are Held in “Street Name,” How Are Your Shares Voted? If you are the beneficial owner of shares (meaning that your shares are held in the name of a bank, brokerage or other nominee; i.e., “street name” accounts), you may receive a Notice of Internet Availability of Proxy Materials from that firm containing instructions you must follow in order for your shares to be voted. Additionally, under applicable New York Stock Exchange (NYSE) rules relating to the discretionary voting of proxies, banks, brokers and other nominees are not permitted to vote shares with respect to the election of directors and executive compensation without instructions from the beneficial owner, but they are able to vote without instructions on the ratification of the appointment of an independent auditor. Therefore, beneficial holders are advised that, if they do not timely provide instructions to their bank, broker or other nominee, their shares will not be voted in connection with Proposals One and Two,

2

but may be noted in connection with Proposal Three. Generally, broker non-votes occur on a matter when a broker is not permitted to vote on that matter without instructions from the beneficial owner and instructions are not given. If You Are the Holder of Record of Your Shares, How Are Your Shares Voted? If you are the holder of record of your shares, you will either receive a Notice or printed proxy materials if you have already elected to receive printed materials. The Notice will contain instructions you must follow to vote your shares. If you received proxy materials in paper form, the materials include a proxy card instructing the holder of record how to vote the Shares. How Can You Get Electronic Access to Proxy Materials? The Notice provides instructions regarding how to view our proxy materials for the Annual Meeting online. Additionally, materials are available on http://www.astproxyportal.com/ast/14908 and at www.investor.gartner.com. How Can You Request Paper or Email Copies of Proxy Materials? If you received a Notice by mail, you will not receive a printed copy of the proxy materials. If you want to receive paper or email copies of the proxy materials, you must request them. There is no charge for requesting a copy. To facilitate timely delivery, please make your request on or before May 11, 2016. To request paper or e-mail copies, stockholders can call 1-888-776-9962 in the United States (1-718-921-8562 for international callers), send an email to info@amstock.com or visit http://www.amstock.com/proxy services/requestmaterials.asp.

How Can You Sign Up to Receive Future Proxy Materials Electronically? You have the option to receive all future proxy statements, proxy cards and annual reports electronically via email or the Internet. If you elect this option, the Company will only mail printed materials to you in the future if you request that we do so. To sign up for electronic delivery, please visit www.amstock.com and follow the prompts to sign up for electronic delivery. Who Can Vote at the Annual Meeting? Only stockholders of record at the close of business on March 31, 2016 (the “Record Date”) may vote at the Annual Meeting. As of the Record Date, there were 82,630,617 shares of our common stock, par value $.0005 per share (“Common Stock”) outstanding and eligible to be voted. This amount does not include treasury shares which are not voted.

How Can You Vote? You may vote using one of the following methods:

Internet You may vote on the Internet up until 11:59 PM Eastern Time on May 25, 2016 by following the instructions on your Notice. Have your Notice available when you access the web page.

Telephone You may vote by telephone by calling the toll free number specified on your Notice. You may call 24 hours a day and up until 11:59 PM Eastern Time on May 25, 2016. Have your Notice available when you call.

Mail If you received paper copies of the proxy materials by mail, you may vote by marking the enclosed proxy card, dating and signing it, and returning it in the postage-paid envelope provided.

In Person You may vote your shares in person by attending the Annual Meeting and submitting your proxy at the meeting.

All shares that have been voted properly by an unrevoked proxy will be voted at the Annual Meeting in accordance with your instructions. If you sign and submit your proxy card, but do not give voting instructions, the shares represented by that proxy will be voted for each proposal as our Board recommends.

How to Revoke Your Proxy or Change Your Vote A later vote by any means will cancel an earlier vote. You can revoke your proxy or change your vote before your proxy is voted at the Annual Meeting by giving written notice of revocation to: Corporate Secretary, Gartner, Inc., 56 Top Gallant Road, P.O. Box 10212, Stamford, Connecticut 06904-2212; or submitting another timely proxy by the Internet, telephone or mail; or attending the Annual Meeting to vote in person. If your shares are held in the name of a bank, broker or other holder of record, to vote at the Annual Meeting you must obtain a proxy executed in your favor from your bank, broker or other holder of record and bring it to the Annual Meeting in order to vote. Attendance at the Annual Meeting will not, by itself, revoke your prior proxy.

How Many Votes You Have Each stockholder has one vote for each share of our Common Stock owned on the Record Date for all matters being voted on.

3

Quorum A quorum is constituted by the presence, in person or by proxy, of holders of our Common Stock representing a majority of the number of shares of Common Stock entitled to vote. Abstentions and broker non-votes (described above) will be considered present to determine a quorum. Votes Required Proposal One: Each nominee must receive more “FOR” votes than “AGAINST” votes to be elected. Any nominee who fails to achieve this threshold must tender his or her resignation from the Board pursuant to the Company’s majority vote standard.

Proposals Two and Three: The affirmative “FOR” vote of a majority of the votes cast is required to approve Proposal Two - the advisory approval of the Company’s executive compensation and Proposal Three - the ratification of the appointment of KPMG LLP as our independent auditor for the fiscal year ending December 31, 2016.

If any other matters are brought properly before the Annual Meeting, the persons named as proxies in the accompanying proxy card will have the discretion to vote on those matters for you. If for any reason any of the nominees is not available as a candidate for director at the Annual Meeting, the persons named as proxies will vote your proxy for such other candidate or candidates as may be nominated by the Board of Directors. As of the date of this Proxy Statement, we were unaware of any other matter to be raised at the Annual Meeting.

What Are the Recommendations of the Board? The Board of Directors recommends that you vote:

FOR the election of the nine nominees to our Board of Directors

FOR the advisory approval of the Company’s executive compensation

FOR the ratification of the appointment of KPMG LLP as our independent auditor for fiscal 2016

Who Is Distributing Proxy Materials and Bearing the Cost of the Solicitation? This solicitation of proxies is being made by the Board of Directors and we will bear the entire cost of this solicitation, including costs associated with mailing the Notice and related internet access to proxy materials, the preparation, assembly, printing, and mailing of this Proxy Statement, the proxy card, and any additional solicitation material that we may provide to stockholders. Gartner will request brokerage firms, fiduciaries and custodians holding shares in their names that are beneficially owned by others to solicit proxies from these persons and will pay the costs associated with such activities. The original solicitation of proxies may be supplemented by solicitation by telephone, electronic mail and other means by our directors, officers and employees. No additional compensation will be paid to these individuals for any such services. We have also retained Georgeson Inc. to assist with the solicitation of proxies at an anticipated cost of $6,500 which will be paid by the Company. Where can I find the voting results of the Annual Meeting? We will disclose voting results on a Form 8-K filed with the SEC within four business days after the Annual Meeting, which will also be available on our investor relations website – www.investor.gartner.com.

Who Can Answer Your Questions? If you have questions about this Proxy Statement or the Annual Meeting, please call our Investor Relations Department at (203) 316-6537.

__________________

4

THE BOARD OF DIRECTORS

General Information about our Board of Directors Our Board currently has nine directors who serve for annual terms. Our CEO, Eugene A. Hall, has an employment agreement with the Company that obligates the Company to include him on the slate of nominees to be elected to our Board during the term of the agreement. See Executive Compensation – Employment Agreements with Executive Officers below. There are no other arrangements between any director or nominee and any other person pursuant to which the director or nominee was selected. None of our directors or executive officers is related to another director or executive officer by blood, marriage or adoption. Each member of our Board has been nominated for re-election at the 2016 Annual Meeting. See Proposal One – Election of Directors on page 12. Set forth below are the name, age, principal occupation for the last five years, public company board experience, selected additional biographical information and period of service as a director of the Company of each director, as well as a summary of each director’s experience, qualifications and background which, among other factors, support their respective qualifications to continue to serve on our Board.

Michael J. Bingle, 44, director since 2004

Mr. Bingle is a Managing Partner and Managing Director of Silver Lake, a private equity firm that he joined in January 2000. Prior thereto, he was a principal with Apollo Management, L.P., a private equity firm, and an investment banker at Goldman, Sachs & Co. He is a former director of TD Ameritrade Holding and Virtu Financial Inc. Mr. Bingle’s investing, investment banking and capital markets expertise, coupled with his extensive working knowledge of Gartner (a former Silver Lake portfolio company), its financial model and core financial strategies, provide valuable perspective and guidance to our Board and Compensation and Governance Committees.

Richard J. Bressler, 58, director since 2006

Mr. Bressler is President and Chief Financial Officer of iHeartMedia, Inc., and Chief Financial Officer of Clear Channel Outdoor Holdings, Inc. Prior to joining iHeartMedia, he served as Managing Director of Thomas H. Lee Partners, L.P., a Boston-based private equity firm, from 2006 to July 2013. He joined Thomas H. Lee Partners from his role as Senior Executive Vice President and Chief Financial Officer of Viacom Inc., where he managed all strategic, financial, business development and technology functions. Mr. Bressler has also served in various capacities with Time Warner Inc., including Chairman and Chief Executive Officer of Time Warner Digital Media and Executive Vice President and Chief Financial Officer of Time Warner Inc. Prior to joining Time Inc., he was a partner with the accounting firm of Ernst & Young. Mr. Bressler is currently a Director of iHeartMedia, Inc., and a former director of The Nielsen Company B.V. and Warner Music Group Corp. Mr. Bressler qualifies as an audit committee financial expert, and his extensive financial and operational roles at large U.S. public companies bring a wealth of management, financial, accounting and professional expertise to our Board and Audit Committee.

Raul E. Cesan, 68, director since 2012

Mr. Cesan has been the Founder and Managing Partner of Commercial Worldwide LLC, an investment firm. Prior thereto, he spent 25 years at Schering – Plough Corporation, serving in various capacities of substantial responsibility: the President and Chief Operating Officer (from 1998 to 2001); Executive Vice President of Schering-Plough Corporation and President of Schering-Plough Pharmaceuticals (from 1994 – 1998); President of Schering Laboratories, U.S. Pharmaceutical Operations (from 1992 to 1994); and President of Schering – Plough International (from 1988 to 1992). Mr. Cesan is also a director of The New York Times Company. Mr. Cesan’s extensive operational and international experiences provide valuable guidance to our Board and Compensation Committee.

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Karen E. Dykstra, 57, director since 2007

Ms. Dykstra served as Chief Financial and Administrative Officer from November 2013 to July 2015, and as Chief Financial Officer from September 2012 to November 2013, of AOL, Inc. From January 2007 until December 2010, Ms. Dykstra was a Partner of Plainfield Asset Management LLC (“Plainfield”), and she served as Chief Operating Officer and Chief Financial Officer of Plainfield Direct LLC, Plainfield’s business development company, from May 2006 to 2010, and as a director from 2007 to 2010. Prior thereto, she spent over 25 years with Automatic Data Processing, Inc., serving most recently as Chief Financial Officer from January 2003 to May 2006, and prior thereto as Vice President – Finance, Corporate Controller and in other capacities. Ms. Dykstra is a director of VMware, Inc. and a former director of Crane Co. and AOL, Inc. Ms. Dykstra qualifies as an audit committee financial expert, and her extensive management, financial, accounting and oversight experience provide important expertise to our Board and Audit Committee.

Anne Sutherland Fuchs, 68, director since July 1999

Ms. Fuchs served as Group President, Growth Brands Division, Digital Ventures, a division of J.C. Penney Company, Inc., from November 2010 until April 2012. She also served as Chair of the Commission on Women’s Issues for New York City during the Bloomberg Administration, a position she held from 2002 through 2013. Previously, Ms. Fuchs served as a consultant to companies on branding and digital initiatives, and as a senior executive with operational responsibility at LVMH Moët Hennessy Louis Vuitton, Phillips de Pury & Luxembourg and several publishing companies, including Hearst Corporation, Conde Nast, Hachette and CBS. Ms. Fuchs is also a director of Pitney Bowes Inc. Ms. Fuchs’ executive management, content and branding skills plus operations expertise, her knowledge of government operations and government partnerships with the private sector, and her keen interest and knowledge of diversity, governance and executive compensation matters provide important perspective to our Board and its Governance and Compensation Committees.

William O. Grabe, 77, director since 1993

Mr. Grabe is an Advisory Director of General Atlantic LLC, a global private equity firm. Prior to joining General Atlantic in 1992, Mr. Grabe was a Vice President and Corporate Officer of IBM Corporation. Mr. Grabe is presently a director of Covisint Corporation, QTS Realty Trust, Inc. and Lenovo Group Limited. He is a former director of Infotech Enterprises Limited, Compuware Corporation and iGate Computer Systems Limited (f/k/a Patni Computer Systems Ltd.). Mr. Grabe’s extensive senior executive experience, his knowledge of business operations and his vast knowledge of the global information technology industry have made him a valued member of the Board and Governance Committee.

Eugene A. Hall, 59, director since 2004

Mr. Hall is the Chief Executive Officer of Gartner. Prior to joining Gartner in 2004, Mr. Hall was a senior executive at Automatic Data Processing, Inc., a Fortune 500 global technology and service company, serving most recently as President, Employers Services Major Accounts Division, a provider of human resources and payroll services. Prior to joining ADP in 1998, Mr. Hall spent 16 years at McKinsey & Company, most recently as Director. As Gartner’s CEO, Mr. Hall is responsible for developing and executing on the Company’s operating plan and business strategies in consultation with the Board of Directors and for driving Gartner’s business and financial performance, and is the sole management representative on the Board.

Stephen G. Pagliuca, 61, director since 1990 (except for 6 months in 2009 when he entered the U.S. Senate race for Massachusetts)

Mr. Pagliuca is a Managing Director of Bain Capital Partners, LLC and is also a Managing Partner and an owner of the Boston Celtics basketball franchise. Mr. Pagliuca joined Bain & Company in 1982, and founded the Information Partners private equity fund for Bain Capital in 1989. Prior to joining Bain, Mr. Pagliuca worked as a senior accountant and international tax specialist for Peat Marwick Mitchell & Company in the Netherlands. Mr. Pagliuca is a former director of Burger King Holdings, Inc., HCA, Inc. (Hospital Corporation of America), Quintiles Transnational Corporation and Warner Chilcott PLC.

He has deep subject matter knowledge of Gartner’s history, the development of its business model and the global information technology industry, as well as financial and accounting matters.

James C. Smith, 76, director since October 2002 and Chairman of the Board since 2004

Mr. Smith was Chairman of the Board of First Health Group Corp., a national health benefits company until its sale in 2004. He also served as First Health’s Chief Executive Officer from January 1984 through January 2002 and President from January 1984 to January 2001. Mr. Smith’s long-time expertise and experience as the founder, senior-most executive and chairman of the board of a successful large public company provides a unique perspective and insight into management and operational issues faced by the Board, Audit Committee and our CEO. This experience, coupled with Mr. Smith’s personal leadership qualities, qualify him to continue to serve as Chairman of the Board.

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Majority Vote Standard The Company has adopted a majority vote standard for the election of directors which provides that a nominee must receive more FOR votes than AGAINST votes for election as a director. Should a nominee fail to achieve this threshold, the nominee must immediately tender his or her resignation to the Chairman. The Board, in its discretion, can determine whether or not to accept the resignation. Compensation of Directors Directors who are also employees receive no fees for their services as directors. Non-management directors are reimbursed for their meeting attendance expenses and receive the following compensation for their service as director:

Annual Director Retainer Fee: $60,000 per director and an additional $100,000 for our non-executive Chairman of the Board, payable in arrears in four equal quarterly installments, on the first business day of each quarter. These amounts are paid in common stock equivalents (CSEs) granted under the Company’s 2014Long-Term Incentive Plan (“2014 Plan”), except that a director may elect to receive up to 50% of this fee in cash. The CSEs convert into Common Stock on the date the director’s continuous status as a director terminates, unless the director elects accelerated release as provided in the 2014 Plan. The number of CSEs awarded is determined by dividing the aggregate director fees owed for a quarter (other than any amount payable in cash) by the closing price of the Common Stock on thefirst business day following the close of that quarter.

Annual Committee Chair Fee: $10,000 for the chair of our Governance Committee and $15,000 for the chairs of our Audit and Compensation Committees. Amounts are payable in the same manner as the Annual Fee.

Annual Committee Member Fee: $7,500 for our Governance Committee members, $10,000 for our Compensation Committee members and $15,000 for our Audit Committee members. Committee chairs receive both a committee chair fee and a committee member fee. Amounts are payable in the same manner as the Annual Fee.

Annual Equity Grant: $200,000 in value of restricted stock units (RSUs), awarded annually on the date of the Annual Meeting. The number of RSUs awarded is determined by dividing $200,000 by the closing price of the Common Stock on the award date. The restrictions lapse one year after grant subject to continued service as director through that date; release may be deferred at the director’s election.

Director Compensation Table This table sets forth compensation earned or paid in cash, and the grant date fair value of equity awards made, to our non-management directors on account of services rendered as a director in 2015. Mr. Hall receives no compensation for service as director.

Name

Fees Earned Or Paid

($)(1)

Stock Awards

($)(2) Total

($) Michael J. Bingle 77,500 200,000 277,500 Richard J. Bressler 90,000 200,000 290,000 Raul E. Cesan 70,000 200,000 270,000 Karen E. Dykstra 75,000 200,000 275,000 Anne Sutherland Fuchs 92,500 200,000 292,500 William O. Grabe 77,500 200,000 277,500 Steven G. Pagliuca 60,000 200,000 260,000 James C. Smith 175,000 200,000 375,000

(1) Includes amounts earned in 2015 and paid in cash and/or common stock equivalents (CSEs) on account of the Annual Director Retainer Fee, Annual Committee Chair Fee and/or Annual Committee Member Fee, described above. Does not include reimbursement for meeting attendance expenses.

(2) Represents the grant date value of an annual equity award computed in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 718, consisting of 2,267 restricted stock units (RSUs) that vest on May 28, 2016, one year from the date of the 2015 Annual Meeting (unless deferred release was elected), subject to continued service through that date. Accordingly, the number of RSUs awarded was calculated by dividing $200,000 by the closing price of our Common Stock on May 28, 2015 ($88.22).

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CORPORATE GOVERNANCE Gartner is committed to maintaining strong corporate governance practices.

Corporate Governance Highlights:

Independent Chairman of the Board

Majority voting for directors

Annual election of directors

Mandatory Annual Board and Committee performance evaluation

Executive sessions after each Board and Committee meeting

8 out of 9 directors are independent

2 out of 9 directors are women

Fully independent Board committees

Annual director affirmation of compliance with Code of Conduct

Annual director evaluation of CEO

Average director age - 63 Board Principles and Practices Our Board Principles and Practices (the “Board Guidelines”) are reviewed annually and revised in light of legal, regulatory or other developments, as well as emerging best practices, by our Governance Committee and Board. The Guidelines, which are posted on www.investor.gartner.com, describe the Board’s responsibilities, its role in strategic development and other matters, discussed below. Director Independence Our Board Guidelines require that our Board be comprised of a majority of directors who meet the criteria for independence from management set forth by the New York Stock Exchange (“NYSE”) in its corporate governance listing standards. Our committee charters likewise require that our standing Audit, Compensation and Governance/Nominating Committees be comprised only of independent directors. Additionally, the Audit Committee members must be independent under Section 10A-3 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Compensation Committee members must be independent under Rule 16b-3 promulgated under the Exchange Act as well as applicable NYSE corporate governance listing standards, and they must qualify as outside directors under regulations promulgated under Section 162(m) (“Section 162(m)”) of the Internal Revenue Code of 1986, as amended (the “Code”).

Utilizing all of these criteria, as well as all relevant facts and circumstances, the Board annually assesses the independence from management of all non-management directors and committee members by reviewing the commercial, financial, familial, employment and other relationships between each director and the Company, its auditors and other companies that do business with Gartner.

After analysis and recommendation by the Governance Committee, the Board determined that:

all non-management directors (Michael Bingle, Richard Bressler, Raul Cesan, Karen Dykstra, Anne Sutherland Fuchs, William Grabe, Stephen Pagliuca and James Smith) are independent under the NYSE listing standards;

our Audit Committee members (Ms. Dykstra and Messrs. Bressler and Smith) are independent under the criteria set forth in Section 10A-3 of the Exchange Act; and

our Compensation Committee members (Ms. Fuchs and Messrs. Bingle and Cesan) are independent under the criteria set forth in Exchange Act Rule 16b-3 as well as under applicable NYSE corporate governance listing standards, and qualify as “outside directors” under Code Section 162(m) regulations.

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Board Leadership Structure The leadership of our Board of Directors rests with our independent Chairman of the Board, Mr. James C. Smith. Gartner believes that the separation of functions between the CEO and Chairman of the Board provides independent leadership of the Board in the exercise of its management oversight responsibilities, increases the accountability of the CEO and creates transparency into the relationship among executive management, the Board of Directors and the stockholders. Additionally, in view of Mr. Smith’s extensive experience as a chief executive officer of a major corporation, he is able to provide an independent point of view to our CEO on important management and operational issues. Risk Oversight The Board of Directors, together with management, oversees risk at Gartner. The Company's strategic objectives and activities are presented by executive management to the Board and approved annually and more frequently as necessary. The Risk (Internal Audit) function reports directly to the Audit Committee, and provides quarterly reports to the committee. The committee reviews the results of the internal audit annual risk assessment and the proposed internal audit plan. Subsequent quarterly meetings include an update on ongoing internal audit activities, including results of audits and any changes to the audit plan. Risk also meets with the Audit Committee in executive session on a quarterly basis. The General Counsel, who serves as Chief Compliance Officer, also reports directly to the Audit Committee on a quarterly basis concerning the effectiveness and status of the Company’s legal and ethical compliance program and initiatives, hotline activities and litigation matters. The Company maintains internal controls and procedures over financial reporting, as well as enterprise wide internal controls, that are updated and tested annually by management and our independent auditors. Any internal control deficiencies and the status of remediation efforts as well as any findings of the Disclosure Controls Committee are reported to the Audit Committee on a quarterly basis. Risk Assessment of Compensation Policies and Practices Management conducts an annual risk assessment of the Company’s compensation policies and practices, including all executive, non-executive and business unit compensation policies and practices, as well as the variable compensation policies applicable to our global sales force. The results of this assessment are reported to the Compensation Committee. In 2015, management concluded, and the Compensation Committee agreed, that no Company compensation policies and practices created risks that were reasonably likely to have a material adverse effect on the Company. Board and Committee Meetings and Annual Meeting Attendance Our Board held five meetings during 2015. During 2015, seven of our directors attended 100%, and two of our directors attended at least 75%, of all Board and committee meetings held during the periods in which such director served as a director and/or committee member. At each regular quarterly Board and committee meeting, time is set aside for the non-management directors to meet in executive session without management present. James C. Smith, our non-executive Chairman of the Board, presides over the executive sessions at the Board meetings, and each committee chairperson presides over the executive sessions at their respective committee meetings. Directors are not required, but are invited, to attend the Annual Meeting of Stockholders. In 2015, Mr. Hall and other executive officers of the Company attended the 2015 Annual Meeting of Stockholders.

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Committees Generally and Charters As noted above, our Board has three standing committees: Audit, Compensation and Governance/Nominating, and all committee members have been determined by our Board to be independent under applicable standards. Our Board of Directors has approved a written charter for each committee which is reviewed annually and revised as appropriate. The table below provides information for each Board Committee in 2015:

Name Audit Compensation Governance/Nominating Michael J. Bingle X X Richard J. Bressler X (Chair) Raul E. Cesan X Karen E. Dykstra X Anne Sutherland Fuchs X (Chair) X William O. Grabe X (Chair) Stephen G. Pagliuca James C. Smith X

Meetings Held in 2015: 5 5 4 Audit Committee

Our Audit Committee serves as an independent body to assist in Board oversight of:

the integrity of the Company’s financial statements;

the Company’s compliance with legal and regulatory requirements;

the independent auditor’s retention, qualifications and independence; and

the Company’s Risk, Compliance and Internal Audit functions Gartner has a separately designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act. Our Board has determined that both Ms. Dykstra and Mr. Bressler qualify as audit committee financial experts, as defined by the rules of the SEC, and that all members have the requisite accounting or related financial management expertise and are financially literate as required by the NYSE corporate governance listing standards. Additionally, the Committee is directly responsible for the appointment, compensation and oversight of our independent auditor, KPMG; approves the engagement letter describing the scope of the annual audit; approves fees for audit and non-audit services; provides an open avenue of communication among the independent auditor, the Risk and Internal Audit functions, management and the Board; resolves disagreements, if any, between management and the independent auditors regarding financial reporting for the purpose of issuing an audit report in connection with our financial statements; and prepares the Audit Committee Report required by the SEC and included in this Proxy Statement on page 41 below.

The independent auditor reports directly to the Audit Committee. By meeting with the independent auditor and the internal auditor, and operating and financial management personnel, the Audit Committee oversees matters relating to accounting standards, policies and practices, any changes thereto and the effects of any changes on our financial statements, financial reporting practices and the quality and adequacy of internal controls. Additionally our internal audit and compliance functions report directly to the Audit Committee. After each Audit Committee meeting, the Committee meets separately with the CFO, the independent auditor and the internal auditor, without management present.

The Audit Committee has established procedures for (i) the receipt, retention and treatment of complaints received by the Company regarding accounting, internal accounting controls or auditing matters, and (ii) the confidential, anonymous submission by employees of concerns regarding questionable accounting or auditing matters. A toll-free phone number managed by a third party is available for confidential and anonymous submission of concerns relating to accounting, auditing and other illegal or unethical matters, as well as alleged violations of Gartner’s Code of Conduct or any other policies. All submissions on the hotline are reported to the General Counsel, who determines the mode of investigation, to the internal auditor and to the Audit Committee not less than at each regular meeting. The Audit Committee has the power and funding to retain independent counsel and other advisors as it deems necessary to carry out its duties.

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Compensation Committee

Our Compensation Committee has responsibility for:

administering and approving all elements of compensation for the Chief Executive Officer and the other executive officers;

approving, by direct action or through delegation, all equity awards, grants, and related actions under the provisions of our equity plan, and administering the plan;

participating in the evaluation of CEO performance (with the input and oversight of the Governance Committee and the Chairman of the Board);

approving the peer group established for executive compensation benchmarking purposes;

evaluating the independence of all compensation committee advisers; and

providing oversight in connection with company-wide compensation programs.

The Committee reviewed and approved the Compensation Discussion and Analysis contained in this Proxy Statement, recommended its inclusion herein (and in our 2015 Annual Report on Form 10-K) and issued the related report to stockholders as required by the SEC (see Compensation Committee Report on page 25 below). Exequity LLP (“Exequity”) was retained by the Committee to provide information, analyses, and advice to the Compensation Committee during various stages of 2015 executive compensation planning. Exequity reports directly to the Compensation Committee chair. In the course of conducting its activities, Exequity attended meetings of the Committee and briefed the Compensation Committee on executive compensation trends generally. The Committee has assessed the independence of Exequity, and has concluded that Exequity is independent and that its retention presents no conflicts of interest either to the Committee or the Company. Final decisions with respect to determining the amount or form of executive compensation under the Company’s executive compensation programs are made by the Committee alone and may reflect factors and considerations other than the information and advice provided by its consultants. Please refer to the Compensation Discussion & Analysis beginning on page 14 for a more detailed discussion of the Committee’s activities with respect to executive compensation.

Compensation Committee Interlocks and Insider Participation. During 2015, no member of the Compensation Committee served as an officer or employee of the Company, was formerly an officer of the Company or had any relationship with the Company required to be disclosed under Transactions With Related Persons below. Additionally, during 2015, no executive officer of the Company: (i) served as a member of the compensation committee (or full board in the absence of such a committee) or as a director of another entity, one of whose executive officers served on our Compensation Committee; or (ii) served as a member of the compensation committee (or full board in the absence of such a committee) of another entity, one of whose executive officers served on our Board. Governance/Nominating Committee

Our Governance/Nominating Committee (the “Governance Committee”) has responsibility for: the size, composition and organization of our Board;

the independence of directors and committee members under applicable standards;

our corporate governance policies, including our Board Principles and Practices;

the criteria for membership as a director and the selection of nominees for election to the Board;

committee assignments;

the form and amount of director compensation;

the performance evaluation of our CEO and management succession planning; and

the annual Board and committee performance evaluations.

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While the Governance Committee has not specified minimum qualifications for candidates it recommends, it will consider the qualifications, skills, expertise, qualities, diversity, age, gender, availability and experience of all candidates that are presented for consideration. At the present time, two of our nine directors are women. The Board utilizes a concept of diversity that extends beyond race, gender and national origin to encompass the viewpoints, professional experience and other individual qualities and attributes of candidates that will enable the Board to select candidates who are best able to carry out the Board’s responsibilities and complement the mix of talent and experience represented on the Board. In connection with its annual evaluation, the Board considers the appropriateness of the qualifications of existing directors given then current needs.

Candidates for Board nomination may be brought to the attention of the Governance Committee by current Board members, management, stockholders or other persons. All potential new candidates are fully evaluated by the Governance Committee using the criteria described above, and then considered by the entire Board for nomination.

Director Candidates submitted by Stockholders: Stockholders wishing to recommend director candidates for consideration by the Governance Committee may do so by writing to the Chairman of the Governance/Nominating Committee, c/o Corporate Secretary, Gartner, Inc., 56 Top Gallant Road, P.O. Box 10212, Stamford, CT 06904-2212, and indicating the recommended candidate’s name, biographical data, professional experience and any other qualifications. In addition, stockholders wishing to propose candidates for election must follow our advance notice provisions. See Process for Submission of Stockholder Proposals for our 2017 Annual Meeting below. Director Stock Ownership Guidelines The Board believes directors should have a financial interest in the Company. Accordingly, each director is required to own at least 10,000 shares of our Common Stock. New directors have three years from election or appointment to comply with the policy as follows: 25% within one year of election or appointment; 50% within two years of election or appointment; and 100% within three years of election or appointment. We permit directors to apply deferred and unvested equity awards towards satisfying these requirements. All of our directors are in compliance with these guidelines. Code of Ethics and Code of Conduct Gartner has adopted a CEO & CFO Code of Ethics which applies to our CEO, CFO, controller and other financial managers, and a Global Code of Conduct, which applies to all Gartner officers, directors and employees, wherever located. Annually, each officer, director and employee affirms compliance with the Global Code of Conduct. See Miscellaneous—Available Information below.

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PROPOSAL ONE:

ELECTION OF DIRECTORS

Nominees for Election to the Board of Directors Our Board, acting through the Governance Committee, is responsible for presenting for stockholder consideration each year a group of nominees that, taken together, has the experience, qualifications, attributes and skills appropriate and necessary to carry out the duties and responsibilities of, and to function effectively as, the board of directors of Gartner. The Governance Committee regularly reviews the composition of the board in light of the needs of the Company, its assessment of board and committee performance, and the input of stockholders and other key stakeholders. The Governance Committee looks for certain common characteristics in all nominees, including integrity, strong professional experience and reputation, a record of achievement, constructive and collegial personal attributes and the ability and commitment to devote sufficient time and effort to board service. In addition, the Governance Committee seeks to include on the board a complementary mix of individuals with diverse backgrounds and skills that will enable the board as a whole to effectively manage the array of issues it will confront in furtherance of its duties. These individual qualities can include matters such as experience in the technology industry; experience managing and operating large public companies; international operating experience; financial, accounting, executive compensation and capital markets expertise; and leadership skills and experience. All of the nominees listed below are incumbent directors who have been nominated by the Governance Committee and Board for re-election, and have agreed to serve another term. For additional information about the nominees and their qualifications, please see General Information about our Board of Directors on page 4 above. If any nominee is unable or declines unexpectedly to stand for election as a director at the Annual Meeting, proxies may be voted for a nominee designated by the present Board to fill the vacancy. Each person elected as a director will continue to be a director until the 2017 Annual Meeting of Stockholders or a successor has been elected.

Michael J. Bingle William O. Grabe Richard J. Bressler Eugene A. Hall

Raul E. Cesan Stephen G. Pagliuca Karen E. Dykstra James C. Smith

Anne Sutherland Fuchs

RECOMMENDATION OF OUR BOARD

Our Board unanimously recommends that you vote FOR management’s nine nominees

for election to the Board of Directors.

______________________

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EXECUTIVE OFFICERS

General Information About our Current Executive Officers:

Eugene A. Hall 59

Chief Executive Officer and director since 2004. Prior to joining Gartner, he was a senior executive at Automatic Data Processing, Inc., a Fortune 500 global technology and services company, serving most recently as President, Employers Services Major Accounts Division, a provider of human resources and payroll services. Prior to joining ADP in 1998, Mr. Hall spent 16 years at McKinsey & Company, most recently as Director.

Ken Davis 47

Senior Vice President, Business and IT Leaders Products & Services since 2008. Previously at Gartner, he has served as Senior Vice President, End User Programs, High Tech & Telecom Program, and Strategy, Marketing and Business Development. Prior to joining Gartner in 2005, Mr. Davis spent ten years at McKinsey & Company, where he was a partner assisting clients in the IT industry.

Alwyn Dawkins 49

Senior Vice President, Worldwide Events & Marketing since 2008. Previously at Gartner, he has served as Group Vice President, Asia/Pacific Sales, based in Sydney, Australia, and prior thereto, as Group Vice President, Gartner Events, where he held global responsibility for exhibit and sponsorship sales across the portfolio of Gartner events. Prior to joining Gartner in 2002, Mr. Dawkins spent ten years at Richmond Events, culminating in his role as Executive Vice President responsible for its North American business.

David Godfrey 44

Senior Vice President, Worldwide Sales since 2010. Previously at Gartner, he led North American field sales, and prior to this role, he led the Europe, Middle East and Africa (EMEA) and the Americas inside sales organizations. Before joining Gartner in 1999 as a sales executive, Mr. Godfrey spent seven years in business development at Exxon Mobil.

Robin Kranich 45

Senior Vice President, Human Resources since 2008. During her more than 20 years Gartner, she has served as Senior Vice President, End User Programs; Senior Vice President, Research Operations and Business Development; Senior Vice President and General Manager of Gartner EXP; Vice President and Chief of Staff to Gartner’s president; and various sales and sales management roles. Prior to joining Gartner in 1994, Ms. Kranich was part of the Technology Advancement Group at Marriott International.

David McVeigh 48

Senior Vice President, New Markets Programs since August 2015. Prior to joining Gartner, he was a managing director at Hellman & Friedman LLC, an operating partner at Blackstone Group and a partner at McKinsey & Company.

Daniel S. Peale 43

Senior Vice President, General Counsel & Corporate Secretary since January 2016. Prior to joining Gartner in October 2015, he was a corporate and securities partner with the law firm of Wilson Sonsini Goodrich & Rosati in Washington, D.C., where he was in private practice for 15 years.

Craig W. Safian 47

Senior Vice President & Chief Financial Officer since June 2014. In his 13 years at Gartner, he has served as Group Vice President, Global Finance and Strategy & Business Development from 2007 until his appointment as CFO, and previously as Group Vice President, Strategy and Managing Vice President, Financial Planning and Analysis. Prior to joining Gartner, he held finance positions at Headstrong (now part of Genpact) and Bristol-Myers Squibb, and was an accountant for Friedman, LLP where he achieved CPA licensure.

Peter Sondergaard 51

Senior Vice President, Research since 2004. During his 24 years at Gartner, he has held various roles, including Head of Research for the Technology & Services Sector, Hardware & Systems Sector, Vice President and General Manager for Gartner Research EMEA. Prior to joining Gartner, Mr. Sondergaard was research director at International Data Corporation in Europe.

Chris Thomas 44

Senior Vice President, Executive Programs since April 2013. During his 15 years at Gartner, he has held various roles, including Group Vice President, Sales, leading the Americas IT, Digital Marketing and Global Supply Chain sales group; head of North America and Europe, Middle East and Africa (EMEA) Small and Medium Business sales organizations, and a number of other roles, including sales operations and field sales leadership. Before joining Gartner, he spent seven years in procurement, sales and marketing at Exxon Mobil.

Per Anders Waern 54

Senior Vice President, Gartner Consulting since 2008. Since joining Gartner in 1998, he has held senior consulting roles principally in EMEA, and served most recently as head of Gartner’s global core consulting team. Prior to joining Gartner, Mr. Waern led corporate IT strategy at Vattenfall in Sweden.

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COMPENSATION DISCUSSION & ANALYSIS This Compensation Discussion & Analysis, or “CD&A”, describes and explains the Company’s compensation philosophy and executive compensation program, as well as compensation awarded to and earned by, the following persons who were Named Executive Officers (“NEOs”) in 2015:

Eugene A. Hall Chief Executive Officer Craig W. Safian Senior Vice President & Chief Financial Officer Lewis G. Schwartz Senior Vice President, General Counsel & Corporate Secretary Alwyn Dawkins Senior Vice President, Events Per Anders Waern Senior Vice President, Gartner Consulting

The CD&A is organized into three sections:

The Executive Summary, which highlights the importance of our Contract Value (herein “CV”) metric, our 2015 corporate performance and our pay-for-performance approach and our compensation practices, all of which we believe are relevant to stockholders as they consider their votes on Proposal Two (advisory vote on executive compensation, or “Say-on-Pay”)

The Compensation Setting Process for 2015

Other Compensation Policies and Information

The CD&A is followed by the Compensation Tables and Narrative Disclosures, which report and describe the compensation and benefit amounts paid to our NEOs in 2015.

EXECUTIVE SUMMARY

Contract Value – A Key Unique Performance Metric for Gartner Unique to the business of Gartner, Contract Value is our single most important performance metric. It focuses all of our executives on driving both short-term and long - term success for our business and stockholders.

Contract Value = Both Short-Term and Long-Term Measures of Success

Short-Term Measures the value of all subscription research contracts in effect at a specific point in time Long-Term Measures revenue that is highly likely to recur over a multi-year period

Comparing CV year over year measures the short term growth of our business. More importantly, CV is also an appropriate measure of long – term performance due to the nature of our Research subscription business. Our Research business is our largest business segment (73% of 2015 gross revenues) with our highest margins (69% for 2015). Our Research enterprise client retention (84% in 2015) and retained contract value (105% enterprise wallet retention in 2015) are consistently very high. The combination of annual contracts and high renewal rates are predictive of revenue highly likely to recur over a 3 – 5 year period. Accordingly, growing CV drives both short- term and long – term corporate performance and shareholder value due to these unique circumstances. As such, all Gartner executives and associates are focused at all times on growing CV. This, coupled with the fact that our investors are also focused on this metric, ensures that we are aligned on the long - term success of the Company.

Contract Value (“CV”) represents the value attributable to all of our subscription-related research products that recognize revenue on a ratable basis. CV is calculated as the annualized value of all subscription research

contracts in effect at a specific point in time, without regard to the duration of the contract.

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Record 2015 Performance 2015 was another year of record achievements for Gartner:

CV, Revenue, EBITDA* and EPS* grew 14%, 13%, 13% and 7%, respectively, excluding the

impact of foreign exchange

CV and Revenues ended the year at a record $1.761 billion and $2.163 billion, respectively

Five year CAGR for CV, EBITDA and EPS was 12%, 12% and 20%, respectively Our Common Stock rose 8% in 2015, as compared to the S&P 500, which lost 1% and NASDAQ,

which rose 6%

Compound annual growth rates on our common stock were 8%, 25% and 22% on a 1, 3 and 5 year basis, out-performing the S&P 500 and NASDAQ indices for the corresponding periods

$509 million was returned to our stockholders through our share repurchase program *In this Proxy Statement, EBITDA refers to Normalized EBITDA, which represents operating income excluding depreciation, accretion on obligations related to excess facilities, amortization, stock-based compensation expense and acquisition-related adjustments. EPS refers to Normalized EPS, which is diluted EPS normalized for acquisition and integration charges. Gartner 2015 Performance Charts (CV and EBITDA $ in millions) The laser focus throughout our global organization on growing CV has resulted in a strong, sustained track record of growth across this measure, as well as EBITDA and EPS, over many years, as the following charts demonstrate.

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These strong results have fueled stock price growth which leads all comparison groups as follows:

2010 2011 2012 2013 2014 2015

5 yr CAGR

Gartner 100.00 104.73 138.61 214.01 253.64 273.19 22% NASDAQ 100.00 98.20 113.82 157.44 178.53 188.75 14%

S&P 100.00 100.00 113.40 146.97 163.71 162.52 10% Key Attribute of our Executive Compensation Program – Pay for Performance

Our executive compensation plan design has successfully motivated senior management to drive outstanding corporate performance since it was first implemented in 2006. Its key features are as follows:

100% of executive equity awards and 100% of executive bonus awards are performance-based.

70% of our executive equity awards, and 100% of our executive bonus awards are subject to forfeiture in the event the Company fails to achieve performance objectives established by our Compensation Committee.

90% percent of our CEO’s target total compensation (80% in the case of our other NEOs) is in the form of incentive compensation (bonus and equity awards).

80% of our CEO’s target total compensation (60% in the case of our other NEOs) is in the form of equity awards.

Earned equity awards may increase or decrease in value based upon stock price movement during the vesting period.

$0

$100

$200

$300

FYE 2010 FYE 2011 FYE 2012 FYE 2013 FYE 2014 FYE 2015

Gartner

NASDAQ

S&P

17

Our Compensation Best Practices

Our compensation practices motivate our executives to achieve our operating plans and execute our corporate strategy without taking undue risks. These practices, which are consistent with “best practices” trends, include the following:

We have an independent Compensation Committee.

We have an independent compensation consultant that reports directly to the Compensation Committee.

We annually assess the Company’s compensation policies to ensure that the features of our program do not encourage undue risk.

All executive officers are “at will” employees and only our CEO has an employment agreement.

We have a clawback policy applicable to all executive incentive compensation (cash bonus and equity awards).

We have robust stock ownership guidelines for our executive officers. We have holding requirements that require 50% of net after tax shares from all released equity awards to be held

until stock ownership guidelines are satisfied.

We prohibit hedging and pledging transactions in company securities.

We do not provide excise tax gross up payments. We encourage retention by having equity awards vest 25% per year over 4 years, commencing on the grant date

anniversary.

The potential annual payout on incentive compensation elements is limited to 2 times target.

Our equity plan prohibits: o repricing stock options and surrendering outstanding options for new options with a lower

exercise price without stockholder approval; o cash buyouts of underwater options or stock appreciation rights without stockholder approval; and o granting options or stock appreciation rights with an exercise price less than the fair market value

of the Company’s common stock on the date of grant.

We do not grant equity awards during closed trading windows.

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COMPENSATION SETTING PROCESS FOR 2015 This discussion explains the objectives of the Company’s compensation policies; what the compensation program is designed to reward; each element of compensation and why the Company chooses to pay each element; how the Company determines the amount (and, where applicable, the formula) for each element to pay; and how each compensation element and the Company’s decisions regarding that element fit into the Company’s overall compensation objectives and affect decisions regarding other elements. The Objectives of the Company’s Compensation Policies

The objectives of our compensation policies are threefold:

to attract, motivate and retain highly talented, creative and entrepreneurial individuals by paying market-based compensation;

to motivate our executives to maximize the performance of our Company through pay-for-performance compensation components based on the achievement of corporate performance targets that are aggressive, but attainable, given economic conditions; and

to ensure that, as a public company, our compensation structure and levels are reasonable from a stockholder perspective.

What the Compensation Program Is Designed to Reward Our guiding philosophy is that the more executive compensation is linked to corporate performance, the stronger the inducement is for management to strive to improve Gartner’s performance. In addition, we believe that the design of the total compensation package must be competitive with the marketplace from which we hire our executive talent in order to achieve our objectives and attract and retain individuals who are critical to our long-term success. Our compensation program for executive officers is designed to compensate individuals for achieving and exceeding corporate performance objectives. We believe this type of compensation encourages outstanding team performance (not simply individual performance), which builds stockholder value.

Both short-term and long-term incentive compensation is earned by executives only upon the achievement by the Company of certain measurable performance objectives that are deemed by the Compensation Committee and management to be critical to the Company’s short-term and long-term success. The amount of compensation ultimately earned will increase or decrease depending upon Company performance and the underlying price of our Common Stock (in the case of long-term incentive compensation).

Principal Compensation Elements and Objectives

To achieve the objectives noted above, we have designed executive compensation to consist of three principal elements:

Base Salary Pay competitive salaries to attract and retain the executive talent necessary

to develop and implement our corporate strategy and business plan Appropriately reflect responsibilities of the position, experience of the

executive and marketplace in which we compete for talent Short-Term Incentive Compensation (cash bonuses)

Motivate executives to generate outstanding performance and achieve or exceed annual operating plan

Align compensation with results Long-Term Incentive Compensation (equity awards)

Induce enhanced performance and promote retention Align executive rewards with long-term stock price appreciation Make executives stakeholders in the success of Gartner and thereby create

alignment with stockholders

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How the Company Determines Executive Compensation In General The Company set aggressive performance goals in planning 2015 executive compensation. In order for our executives to earn target compensation, the Company needed to exceed double digit growth in two key performance metrics, as discussed below.

The Compensation Committee established performance objectives for short-term (bonus) and long-term (equity) incentive awards at levels that it believed would motivate performance and be adequately challenging. The target performance objectives were intended to compel the level of performance necessary to enable the Company to achieve its operating plan for 2015.

As in prior years, the short- and long-term incentive compensation elements provided executives with opportunities to increase their total compensation package based upon the over-achievement of corporate performance objectives; similarly, in the case of under-achievement of corporate performance objectives, the value of these incentive elements would fall below their target value (with the possibility of total forfeiture of the short-term element and 70% of the long-term element), and total compensation would decrease correspondingly. We assigned greater weight to the long-term incentive compensation element, as compared to the salary and short-term elements, in order to promote decision-making that would deliver top corporate performance, align management to stockholder interests and retain executives. We believe that previously granted and unvested equity awards serve as a strong retention incentive.

Salary, short-term and long-term incentive compensation levels for executive officers (other than the CEO) are recommended by the CEO and are subject to approval by the Compensation Committee. In formulating his recommendation to the Compensation Committee, the CEO undertakes a performance review of these executives and considers input from human resources personnel at the Company, as well as benchmarking data from the compensation consultant and external market data (discussed below).

Salary, short-term and long-term incentive compensation levels for the CEO’s compensation are established by the Compensation Committee within the parameters of Mr. Hall’s employment agreement with the Company. In making its determination with respect to Mr. Hall’s compensation, the Compensation Committee evaluates his performance in conjunction with the Governance Committee and after soliciting additional input from the Chairman of the Board and other directors; considers input from the Committee’s compensation consultant; and reviews benchmarking data pertaining to CEO compensation practices at our proxy peer companies and general trends. See Employment Agreements with Executive Officers – Mr. Hall below for a detailed discussion of Mr. Hall’s agreement. Effect of Stockholder Advisory Vote, or Say on Pay The Board has resolved to present Say on Pay proposals to stockholders on an annual basis, respecting the sentiment of our stockholders. The Company and the Compensation Committee will consider the voting results on this year’s advisory Say on Pay proposal in future executive compensation planning activities. Over the past several years, stockholders have consistently strongly supported our executive compensation program. Benchmarking and Peer Group Executive compensation planning for 2015 began mid-year in 2014. Our Compensation Committee commissioned Exequity, an independent compensation consultant, to perform a competitive analysis of our executive compensation practices (the “Compensation Study”). Exequity’s findings were considered by the Compensation Committee and by management in planning our 2015 executive compensation program. The Compensation Study utilized market data provided by Aon Hewitt pertaining to compensation paid to individuals occupying senior executive positions at Gartner’s selected peer group of companies for executive compensation benchmarking purposes (the “Peer Group”).

The Compensation Committee reviews the Peer Group annually to ensure comparability based on Gartner’s operating characteristics, labor market relevance and defensibility. For 2015 executive compensation planning, the Peer Group comprised 17 publicly-traded high tech companies that resemble Gartner in size (in terms of revenues and number of employees), have a similar business model and with whom Gartner competes for executive talent. Gartner ranked in the 42nd percentile for revenues and 46th percentile for market cap, as compared to the Peer Group as follows:

[table follows]

2015 Say on Pay Approval = 98.2% of shares voted, and 88.6% of outstanding shares

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Adobe Systems Incorporated Intuit Inc. Autodesk, Inc. Moody’s Corporation Cadence Design Systems, Inc. Nuance Communications, Inc. Citrix Systems, Inc. PTC Inc. The Dun & Bradstreet Corporation salesforce.com, inc Equifax Inc. Synopsys, Inc. IGATE Corp.* TIBCO Software, Inc.* IHS Inc. VeriSign, Inc. Informatica Corporation*

*Our Peer Group has been revised since 2014 with the removal of IGATE Corp., Informatica Corporation and TIBCO Software, Inc., which no longer report proxy data.

Management and the Compensation Committee concluded that the Peer Group, which was established in mid – 2014, was appropriate for 2015 executive compensation planning purposes given size, financial performance, labor market and/or operating comparability. The Compensation Committee does not target NEO’s pay to a specified percentile, but rather reviews Peer Group market data at the 25th, 50th and 75th percentile for each element of compensation, including Base Salary, Total Target Cash, Long-Term Incentive award and Total Target Compensation. Gartner has historically performed above its peer group median and has paid above median total compensation, with is consistent with the Company’s pay-for performance philosophy.

The Compensation Study reviewed CEO and NEO pay elements versus the Peer Group. It was determined that Target Cash Compensation was below the median of the Peer Group and that Target Long-term Incentive Compensation as well as overall Total Target Compensation approximated the median of the Peer Group. In order to remain competitive in the market place and in light of Gartner’s philosophy to pay a greater percentage of total compensation in the form of performance-based compensation and, in particular, performance-based long-term incentive compensation, the Committee approved a 3% merit increase to base salary, a 5% increase in the short term incentive compensation percentage and a 10% merit increase to the long-term incentive compensation element for all NEOs (other than Mr. Safian). Since 2015 was Mr. Safian’s first full year in the role of CFO, the Committee adjusted his compensation to approximate the Peer Group median for CFOs with a 10% increase to base salary, a 5% increase in the bonus percentage and a 20% merit increase to the long-term incentive compensation element.

In addition, the Compensation Committee annually reviews an analysis conducted by Exequity that evaluates the connection between Gartner’s executive pay and Company performance against the relationship exhibited by Gartner’s peer companies. The analysis indicates that pay realized by Gartner’s NEOs is generally well aligned with proven financial results.

_________________________

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Executive Compensation Elements Generally Pay Mix The following pie charts illustrate the relative mix of target compensation elements for the NEOs. Long-term incentive compensation consists of performance-based restricted stock units (PSUs) and stock appreciation rights (SARs), and represents a majority of the compensation we pay to our NEOs – 80% to the CEO, 60% to all other NEOs. We allocate more heavily to long-term incentive compensation because we believe that it contributes to a greater degree to the delivery of top performance and the retentionof employees than does cash and short-term compensation (bonus).

CEO ALL OTHER NEOs Base Salary We set base salaries of executive officers when they join the Company or are promoted to an executive role, by evaluating the responsibilities of the position, the experience of the individual and the marketplace in which we compete for the executive talent we need. In addition, where possible, we consider salary information for comparable positions for members of our Peer Group or other available benchmarking data. In determining whether to award salary merit increases, we consider published projected U.S. salary increase data for the technology industry and general market, as well as available world-wide salary increase data. Mr. Hall’s salary increase is established each year by the Compensation Committee after completion of Mr. Hall’s performance evaluation for the preceding year. Short-Term Incentive Compensation (Cash Bonuses) All bonuses to executive officers are awarded pursuant to Gartner’s stockholder-approved Executive Performance Bonus Plan. This plan is designed to motivate executive officers to achieve goals relating to the performance of Gartner, its subsidiaries or business units, or other objectively determinable goals, and to reward them when those objectives are satisfied. We believe that the relationship between proven performance and the amount of short-term incentive compensation paid promotes, among executives, decision-making that increases stockholder value and promotes Gartner’s success. Bonuses awarded under this plan to eligible employees are designed to qualify as deductible performance-based compensation within the meaning of Code Section 162(m).

In 2015, bonus targets for all executive officers, including Mr. Hall, were based solely upon achievement of 2015 company-wide financial performance objectives (with no individual performance component). The financial objectives and weightings used for 2015 executive officer bonuses were:

2015 Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA), which measures overall profitability from business operations (weighted 50%), on a foreign exchange neutral basis, and

Contract Value (CV) at December 31, 2015, which measures the long–term prospects of our business (weighted 50%), on a foreign exchange neutral basis.

As noted earlier, management and our Compensation Committee continue to believe that EBITDA and CV are the most significant measurements of profitability and long-term business growth for our Company, respectively. They have been successfully used for several years as performance metrics applicable to short-term incentive compensation that drive business performance and that motivate executive officers to achieve outstanding performance.

Salary 10%

Bonus 10%

SAR24%

PRSU56%

Salary24%

Bonus 16%

SAR18%

PRSU42%

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For 2015, each executive officer was assigned a bonus target that was expressed as a percentage of salary and varied from 50% to 100% of salary depending upon the executive’s level of responsibility. Salaries and bonuses were each increased by the amount of the merit increase. With respect to our NEOs, 2015 bonus targets, as a percentage of base salary, were 100% for Mr. Hall and 65% for each of Messrs. Safian, Schwartz, Dawkins and Waern. The maximum payout for 2015 bonus was 200% of target if the maximum level of EBITDA and CV were achieved; the minimum payout was $0 if minimum levels were not achieved.

The chart below describes the performance metrics applicable to our 2015 short–term incentive compensation element. As noted above, for this purpose actual results were measured on a foreign exchange neutral basis, and, in the case of EBITDA, without giving effect to acquisitions completed in 2015:

2015 Performance Objective/ Weight

Target (100%)

Target Growth

YOY

< Minimum (0%)

=/> Maximum

(200%)

Actual (measured at 12/31/15)

Payout (% of

Target)

Actual Growth

YOY

2015 EBITDA/50% $411 million 10% $337 million $445 million $417 million 115.8% 13%

12/31/15 Contract Value/50%

$1,721 million 11% $1,395 million $1,798 million $1,761 million 159.8% 13.6%

In 2015, the Company exceeded both the EBITDA and CV target performance objectives. Since each objective was weighted 50%, based on these results, the Compensation Committee determined that earned cash bonuses for executive officers were 137.8% of target bonus amounts. These bonuses were paid in February 2016. See Summary Compensation Table – Non-Equity Incentive Plan Compensation for the amount of cash bonuses earned by our Named Executive Officers in 2015. While the Compensation Committee has discretion to eliminate or reduce a bonus award, it did not take any such action in 2015. Long - Term Incentive Compensation (Equity Awards) Promoting stock ownership is a key element of our compensation program philosophy. Stock-based incentive compensation awards –especially when they are assigned a combination of performance and time-based vesting criteria – induce enhanced performance, promote retention of executive officers and align executives’ personal rewards with long-term stock price appreciation, thereby integrating management and stockholder interests. We have evaluated different types of long-term incentives based on their motivational value, cost to the Company and appropriate share utilization under our stockholder-approved 2014 Long-Term Incentive Plan (“2014 Plan”) and have determined that stock-settled stock appreciation rights (“SARs”) and performance-based restricted stock units (“PSUs”) create the right balance of motivation, retention, alignment with stockholders and share utilization.

SARs permit executives to benefit from an increase in stock price over time. SAR value can be realized only after the SAR vests. Our SARs are stock-settled and may be exercised seven years from grant. When the SAR is exercised, the executive receives shares of our Common Stock equal in value to the aggregate appreciation in the price of our Common Stock from the date of grant to the exercise date for all SARs exercised. Therefore, SARs only have value to the extent the price of our Common Stock exceeds the grant price of the SAR. In this way, SARs motivate our executives to increase stockholder value and thus align their interests with those of our stockholders.

PSUs offer executives the opportunity to receive our Common Stock contingent on the achievement of performance goals and continued service over the vesting period. PSU recipients are eligible to earn a target fixed number of restricted stock units if and to the extent stipulated one-year performance goals are achieved. They can earn more units if the Company over-performs (up to 200% of their target number of units), and they will earn fewer units (and potentially none) if the Company under-performs. Shares of Common Stock subject to earned PSU awards are released to the executive on the date they vest, or 25% per year over four years, commencing on the anniversary of the grant date, thereby encouraging executives to increase stockholder value while promoting executive retention over the long-term. Released shares have value even if our Common Stock price does not increase, which is not the case with SARs.

Consistent with weightings in prior years, 30% of each executive’s long-term incentive compensation award value was granted in SARs and 70% was granted in PSUs. PSUs deliver value utilizing fewer shares since the executive can earn the full share rather than just the appreciation in value over the grant price (as is the case with SARs). Additionally, the cost efficiency of PSUs enhances the Company’s ability to conservatively utilize the Plan share pool, which is why we convey a larger portion of the 2014 overall long-term incentive compensation value in PSUs rather than in SARs. For purposes of determining the number of SARs awarded, the allocated SAR award value is divided by the Black-Scholes-Merton valuation on the date of grant using assumptions appropriate on that date. For purposes of determining the target number of PSUs awarded, the allocated target PSU award value is divided by the closing price of our Common Stock on the date of grant as reported by the New York Stock Exchange.

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Both SARs and PSUs vest 25% per year commencing one (1) year from grant and on each anniversary thereof, subject to continued service on the vesting date. We believe that this vesting schedule effectively focuses our executives on delivering long-term value growth for our stockholders and drives retention. The maximum payout for 2015 PSUs was 200% of target if the maximum level of CV was achieved; the PSUs are subject to forfeiture is minimum levels are not achieved.

The Compensation Committee approved CV at December 31, 2015 as the performance measure underlying PSUs awarded in 2015. As noted earlier, we continue to believe that CV is the best performance metric to measure the long–term prospects of our business. Although we are moving towards more multi-year research subscription contracts, most of these contracts have a one year term. For this reason, CV growth is measured over a one year period, which continues to be predictive of future revenue, for the PSU award.

The chart below describes the performance metrics applicable to the PSU portion of our 2015 long–term incentive compensation element:

2015 Performance Objective/Weight

Target (100%)

Target Growth

YOY

<Minimum (0%)

Maximum (200%)

Actual (measured at

12/31/15)

Payout (% of

Target)

Actual Growth

YOY

Contract Value/100% $1,721 million 11% $1,395

million $1,798 million $1,761 million 159.8% 13.6%

As noted above, in 2015 actual CV, on a foreign exchange neutral basis, was $1,761 million, exceeding the target amount. Based on this, the Compensation Committee determined that 159.8% of the target number of PSUs would be awarded. The PSUs were adjusted by this factor in February 2016 after certification of the achievement of this performance measure by the Compensation Committee, and 25% of the adjusted awards vested on the first anniversary of the grant date. See Grants of Plan-Based Awards Table – Possible Payouts Under Equity Incentive Plan Awards and accompanying footnotes below for the actual number of SARs and PSUs awarded to our Named Executive Officers in 2015.

No performance objectives for any PSU intended to qualify under Code Section 162(m) (i.e., awards to executive officers) may be modified by the Committee. While the Committee does have discretion to modify other aspects of the awards (subject to the terms of the Plan), no modifications were made in 2015.

Additional Compensation Elements

We maintain a non-qualified deferred compensation plan for our highly compensated employees, including our executive officers, to assist eligible participants with retirement and tax planning by allowing them to defer compensation in excess of amounts permitted to be deferred under our 401(k) plan. This plan allows eligible participants to defer up to 50% of base salary and/or 100% of bonus to a future period. In addition, as a further inducement to participation in this plan, the Company presently matches contributions by executive officers, subject to certain limits. For more information concerning this plan, see Non-Qualified Deferred Compensation Table and accompanying narrative and footnotes below.

In order to further achieve our objective of providing a competitive compensation package with great retention value, we provide various other benefits to our executive officers that we believe are typically available to, and expected by, persons in senior business roles. Our basic executive perquisites program includes 35 days paid time off (PTO) annually, severance and change in control benefits (discussed below) and relocation services where necessary due to a promotion. Mr. Hall’s perquisites, severance and change in control benefits are governed by his employment agreement with the Company, which is discussed in detail below under Employment Agreements With Executive Officers – Mr. Hall. For more information concerning perquisites, see Other Compensation Table and accompanying footnotes below.

______________________

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OTHER COMPENSATION POLICIES AND INFORMATION

Executive Stock Ownership and Holding Period Guidelines In order to align management and stockholder interests, the Company has adopted stock ownership guidelines for our executive officers as follows: the CEO is required to hold shares of Common Stock with a value at least equal to six (6) times his base salary, and all other executive officers are required to hold shares of Common Stock with a value at least equal to three (3) times their base salary. For purposes of computing the required holdings, officers may count shares directly held, as well as vested and unvested restricted stock units and PSUs, but not options or SARs. Additionally, the Company imposes a holding period requirement on our executive officers. If an executive officer of the Company is not in compliance with the stock ownership guidelines, the executive is required to maintain ownership of at least 50% of the net after-tax shares of common stock acquired from the Company pursuant to any equity-based awards – PSUs and SARs - received from the Company, until such individual’s stock ownership requirement is met. At December 31, 2015, our CEO and all other executive officers were in compliance with these guidelines. Clawback Policy The Company has adopted a clawback policy which provides that the Board of Directors (or a committee thereof) may seek recoupment to the Company from a current or former executive officer of the Company who engages in fraud, omission or intentional misconduct that results in a required restatement of any financial reporting under the securities or other laws, and that the cash-based or equity-based incentive compensation paid to the officer exceeds the amount that should have been paid based upon the corrected accounting restatement, resulting in an excess payment. Recoupment includes the reimbursement of any cash-based incentive compensation (bonuses) paid to the Executive, cancellation of vested and unvested performance-based restricted stock units, stock options and stock appreciation rights, and reimbursement of any gains realized on the sale of released stock unit awards and the exercise of stock options or stock appreciation rights and subsequent sale of underlying shares Pursuant to the Dodd-Frank Act, the SEC has issued proposed rules applicable to the national securities exchanges (including the NYSE on which our Common Stock is listed for trading) prohibiting the listing of any security of an issuer that does not provide for the recovery of erroneously awarded incentive-based compensation where there has been an accounting restatement. We are awaiting adoption of the final SEC rules on this matter, at which time we will determine whether an amendment to our policy is necessary.

Hedging and Pledging Policies The Company’s Insider Trading Policy prohibits all executive officers and directors from engaging in any short selling, hedging and/or pledging transactions with respect to Company securities.

Accounting and Tax Impact In setting compensation, the Compensation Committee and management consider the potential impact of Code Section 162(m), which precludes a public corporation from deducting on its corporate income tax return individual compensation in excess of $1 million for its chief executive officer or any of its three other highest-paid officers (other than the chief financial officer). Section 162(m) also provides for certain exemptions to this limitation, specifically compensation that is performance-based (within the meaning of Section 162(m)) and issued under a stockholder-approved plan. Our 2015 short-term incentive (bonus) awards were performance-based and were made pursuant to our stockholder-approved Executive Performance Bonus Plan and, therefore, are deductible under Section 162(m). The PSU component of the 2015 long–term incentive award was performance-based and issued under the 2014 Plan, which has been approved by stockholders and, therefore, is deductible under Section 162(m). Although the Compensation Committee endeavors to maximize deductibility of compensation under Section 162(m), it maintains the discretion in establishing compensation elements to approve compensation that may not be deductible under Section 162(m), if the Committee believes the compensation element to be necessary or appropriate under the circumstances. Grant of Equity Awards The Board of Directors has a formal policy with respect to the grant of equity awards under our equity plans. Under our 2014 Long Term Incentive Plan, equity awards may include stock options, stock appreciation rights (SARs), restricted stock awards (RSAs), restricted stock units (RSUs) and performance-based restricted stock units (PSUs). The Committee may not delegate its authority with respect to Section 16 persons, nor in any other way which would jeopardize the plan’s qualification under Code Section 162(m) or Exchange Act Rule 16b-3. Accordingly, our policy specifies that all awards to our Section 16 executive officers must be approved by

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the Compensation Committee on or prior to the award grant date, and that all such awards will be made and priced on the date of Compensation Committee approval, except in the case of new hires, which is discussed below. Our equity plan prohibits the repricing of stock options and the surrender of any outstanding option to the Company as consideration for the grant of a new option with a lower exercise price without stockholder approval. It also prohibits the granting of options with an exercise price less than the fair market value of the Company’s common stock on the date of grant, and a cash buyout of out-of-the-money options or SARs without stockholder approval. Consistent with the equity plan, the Compensation Committee annually approves a delegation of authority to the CEO to make equity awards under our equity Plan to Gartner employees (other than Section 16 persons) on account of new hires, retention or promotion without the approval of the Compensation Committee. In 2015, the delegation of authority specified a maximum grant date award value of $500,000 per individual, and a maximum aggregate grant date award value of $2,000,000 for the calendar year. For purposes of this computation, in the case of RSAs, RSUs and PSUs, value is calculated based upon the fair market value (defined as the closing price on the date of grant as reported by the New York Stock Exchange) of a share of our Common Stock, multiplied by the number of RSAs, RSUs or PSUs awarded. In the case of options and SARs, the grant date value of the award will be the Black-Scholes-Merton calculation of the value of the award using assumptions appropriate on the award date. Any awards made under the CEO-delegated authority are reported to the Compensation Committee at the next regularly scheduled committee meeting.

As discussed above, the structure and value of annual long-term incentive awards comprising the long-term incentive compensation element of our compensation package to executive officers are established and approved by the Compensation Committee in the first quarter of each year. The specific terms of the awards (number of PSUs and SARs and related performance criteria) are determined, and the awards are approved and made, on the same date and after the release of the Company’s prior year financial results.

It is the Company’s policy not to make equity awards to executive officers prior to the release of material non-public information. The 2015 incentive awards to executive officers were approved by the Compensation Committee and made on February 9, 2015, after release of our 2014 financial results. Generally speaking, awards for newly hired executives that are given as an inducement to joining the Company are made on the 15th or 30th day of the month first following the executive’s start date (and after approval by the Compensation Committee), and retention and promotion awards are made on the 15th or 30th day of the month first following the date of Compensation Committee approval; however, we may delay making these awards pending the release of material non-public information.

COMPENSATION COMMITTEE REPORT The Compensation Committee of the Board of Directors of Gartner, Inc. has reviewed and discussed the Compensation Discussion and Analysis with management. Based upon this review and discussion, the Compensation Committee recommended to the Board of Directors that the Compensation Discussion and Analysis be included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 and the Company’s proxy statement for the 2016 Annual Meeting of Stockholders.

Compensation Committee of the Board of Directors Anne Sutherland Fuchs Michael J. Bingle Raul E. Cesan

April 11, 2016

__________________

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COMPENSATION TABLES AND NARRATIVE DISCLOSURES

All compensation data contained in this Proxy Statement is stated in U.S. Dollars. Summary Compensation Table This table describes compensation earned by our CEO, CFO and next three most highly compensated executive officers (collectively, the “Named Executive Officers” or “NEOs”) in the years indicated. As you can see from the table and consistent with our compensation philosophy discussed above, long-term incentive compensation in the form of equity awards comprises a significant portion of total compensation.

Name and Principal Position Year

Base Salary

(1)

Stock Awards

(2)

Option Awards

(2)

Non-Equity Incentive Plan Compensation

(1), (3)

All Other Compensation

(4) Total Eugene A. Hall, Chief Executive Officer (PEO) (5) 2015 875,324 5,193,290 2,225,705 1,215,044 135,844 9,645,207

2014 847,831 4,721,176 2,023,365 1,273,821 115,034 8,981,227 2013 817,143 4,539,621 1,945,545 841,246 104,747 8,248,302

Craig W. Safian, SVP & Chief Financial Officer (PFO) 2015 457,402 842,783 361,205 419,223 28,239 2,108,852 2014 409,869 949,977 - 321,216 11,349 1,692,411 Lewis G. Schwartz, SVP, General Counsel and Secretary 2015 491,520 772,577 331,090 443,483 66,679 2,105,349

2014 472,842 702,314 300,999 429,172 51,499 1,956,826 2013 441,908 656,374 281,306 275,484 43,633 1,698,705

Alwyn Dawkins, SVP, Events 2015 435,063 772,577 331,090 392,545 50,637 1,981,912 2014 418,531 702,314 300,999 379,877 41,571 1,843,292 Per Anders Waern, SVP, Gartner Consulting 2015 435,063 772,577 331,090 392,545 50,480 1,981,755 2014 418,531 702,314 300,999 379,877 41,991 1,843,712 2013 391,151 656,374 281,306 243,842 38,283 1,610,956

(1) All NEOs elected to defer a portion of their 2015 salary and/or 2015 bonus under the Company’s Non-Qualified Deferred Compensation Plan. Amounts reported include the 2015 deferred portion, and accordingly does not include amounts, if any, released in 2015 from prior years’ deferrals. See Non-Qualified Deferred Compensation Table below.

(2) Represents the aggregate grant date fair value computed in accordance with FASB ASC Topic 718 for performance restricted stock units, or PSUs (Stock Awards) and stock-settled stock appreciation rights, or SARs (Option Awards) granted to Messrs. Hall, Schwartz, Safian, Waern and Dawkins. The value reported for the PSUs is based upon the probable outcome of the performance objective as of the grant date, which is consistent with the grant date estimate of the aggregate compensation cost to be recognized over the service period, excluding the effect of forfeitures, for the target grant date award value. The potential maximum value of the PSUs, assuming attainment of the highest level of the performance conditions, is 200% of the target value, and all PSUs and SARs are subject to forfeiture. There were no forfeitures in 2015. See also Note 8 – Stock-Based Compensation in the Notes to Consolidated Financial Statements contained in our Annual Report on Form 10-K for the year ended December 31, 2015 for additional information.

(3) Represents performance-based cash bonuses earned at December 31 of the applicable year and paid in the following February. See footnote (1) to Grants of Plan-Based Awards Table below for additional information.

(4) See Other Compensation Table below for additional information. (5) Mr. Hall is a party to an employment agreement with the Company. See Employment Agreements With Executive Officers – Mr. Hall

below.

27

Other Compensation Table This table describes each component of the All Other Compensation column in the Summary Compensation Table.

Name Year

Company Match Under

Defined Contribution

Plans (1)

Company Match Under Non-qualified

Deferred Compensation

Plan (2)

Other (3) Total

Eugene A. Hall 2015 7,200 78,766 49,878 135,844 2014 7,000 60,563 47,471 115,034 2013 7,000 57,460 40,287 104,747

Craig W. Safian 2015 7,200 11,096 9,943 28,239 2014 7,000 - 4,349 11,349

Lewis G. Schwartz 2015 7,200 29,628 29,851 66,679 2014 7,000 22,933 21,566 51,499 2013 7,000 20,693 15,940 43,633

Alwyn Dawkins 2015 7,200 25,398 18,039 50,637 2014 7,000 19,495 15,076 41,571 Per Anders Waern 2015 7,200 25,398 17,882 50,480

2014 7,000 19,495 15,496 41,991 2013 7,000 17,512 13,771 38,283

(1) Represents the Company’s 4% matching contribution in all years to the Named Executive Officer’s 401(k) account (subject to limitations).

(2) Represents the Company’s matching contribution to the executive’s contributions to our Non-Qualified Deferred Compensation Plan. See Non-Qualified Deferred Compensation Table below for additional information.

(3) In addition to specified perquisites and benefits, includes other perquisites and personal benefits provided to the executive, none of which individually exceeded the greater of $25,000 or 10% of the total amount of perquisites and personal benefits for the executive. In 2015, includes a car allowance of $29,204 received by Mr. Hall per the terms of his employment agreement.

_______________________________

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Grants of Plan-Based Awards Table This table provides information about awards made to our Named Executive Officers in 2015 pursuant to non-equity incentive plans (our short-term incentive cash bonus program) and equity incentive plans (performance restricted stock units (PSUs), restricted stock units (RSUs) and stock appreciation rights (SARs) awards comprising long-term incentive compensation under our 2014 Plan).

Possible Payouts Under Non-

Equity Incentive Plan Awards (1) Possible Payouts Under Equity

Incentive Plan Awards (2) Exercise or Base Price of Option

Awards ($/Sh) ($)(3)

Grant

Date Fair Value of

Stock and

Option Awards

($)(4) Name Grant

Date

Thresh- old ($)

Target ($)

Maximum ($)

Thresh-old (#)

Target (# )

Maximum (#)

Eugene A. Hall 2/9/15 - - - 0 66,649 PSUs 146,076 - 5,193,290 2/9/15 - - - - 126,750 SARs - 77.92 2,225,705 - 0 881,744 1,763,488 - - - - - Craig W. Safian 2/9/15 - - - 0 10,816 PSUs 21,632 - 842,783 2/9/15 - - - - 20,570 SARs - 77.92 361,205 - 0 304,225 608,450 - - - - - Lewis G. Schwartz 2/9/15 - - - 0 9,915 PSUs 19,830 - 772,577 2/9/15 - - - - 18,855 SARs - 77.92 331,090 - 0 321,831 643,662 - - - - - Alwyn Dawkins 2/9/15 - - - 0 9,915 PSUs 19,830 - 772,577 2/9/15 - - - - 18,855 SARs - 77.92 331,090 - 0 284,866 569,732 - - - - - Per Anders Waern 2/9/15 - - - 0 9,915 PSUs 19,830 - 772,577 2/9/15 - - - - 18,855 SARs - 77.92 331,090 - 0 284,866 569,732 - - - - -

(1) Represents cash bonuses that could have been earned in 2015 based solely upon achievement of specified financial performance objectives for 2015 and ranging from 0% (threshold) to 200% (maximum) of target (100%). Bonus targets (expressed as a percentage of base salary) were 100% for Mr. Hall, and 65% for each of Messrs. Safian, Schwartz, Dawkins and Waern. Performance bonuses earned in 2015 and paid in February 2016 were adjusted to 137.8% of their target bonus and are reported under Non-Equity Incentive Plan Compensation in the Summary Compensation Table. See Short-Term Incentive Compensation (Cash Bonuses) in the CD&A for additional information.

(2) Represents the number of performance-based Restricted Stock Units (PSUs) and stock-settled Stock Appreciation Rights (SARs) awarded on February 9, 2015 under our 2014 Plan. The target number of PSUs (100%) originally awarded on that date was subject to adjustment ranging from 0% (threshold) to 200% (maximum) based solely upon achievement of an associated financial performance objective, and was adjusted to 159.8% of target in February 2016. The adjusted number of PSUs awarded was: Mr. Hall – 106,505; Mr. Safian – 17,283; and Messrs. Schwartz, Dawkins and Waern – 15,844). The PSUs, SARs and RSUs vest 25% per year commencing one year from grant, subject to continued employment on the vesting date except in the case of death, disability and retirement. See Long-Term Incentive Compensation (Equity Awards) in the CD&A for additional information.

(3) Represents the closing price of our Common Stock on the New York Stock Exchange on the grant date.

(4) See footnote (2) to the Summary Compensation Table.

29

Employment Agreements with Executive Officers Only our Chief Executive Officer, Mr. Hall, is a party to a long-term employment agreement with the Company. Mr. Hall – Employment Agreement The Company and Mr. Hall are parties to an Amended and Restated Employment Agreement pursuant to which Mr. Hall has agreed to serve as chief executive officer of the Company and is entitled to be nominated to the board of directors (the “CEO Agreement”).

In March 2016, the Company and Mr. Hall agreed to extend the term of the CEO Agreement until December 31, 2021, and to update the CEO Agreement to reflect therein Mr. Hall’s base salary, short-term incentive award value and long-term incentive award value presently in effect and previously approved by the Compensation Committee. The CEO Agreement provides for automatic one year renewals commencing on January 1, 2022, and continuing each year thereafter, unless either party provides the other with at least 60 days prior written notice of an intention not to extend the term.

Under the CEO Agreement, Mr. Hall is entitled to the following annual compensation components:

Component Description

Base Salary $908,197,subject to adjustment on an annual basis by the Compensation Committee

Target Bonus 105% of annual base salary (target), adjusted for achievement of specified Company and individual objectives

The actual bonus paid may be higher or lower than target based upon over - or under - achievement of objectives, subject to a maximum actual bonus of 210% of base salary

Long – term incentive award

Aggregate annual value on the date of grant at least equal to $9,874,375 minus the sum of base salary and target bonus for the year of grant (the “Annual Incentive Award”)

The Annual Incentive Award will be 100% unvested on the date of grant, and vesting will depend upon the achievement of performance goals to be determined by the Compensation Committee

The terms and conditions of each Annual Incentive Award will be determined by the Compensation Committee, and will be divided between restricted stock units (RSUs) and stock appreciation rights (SARs)

The number of RSUs initially granted each year will be based upon the assumption that specified Company objectives set by the Compensation Committee will be achieved, and may be adjusted so as to be higher or lower than the number initially granted for over- or under- achievement of such specified Company objectives

Other Car allowance

All benefits provided to senior executives, executives and employees of the Company generally from time to time, including medical, dental, life insurance and long-term disability

Entitled to be nominated for election to the Board

30

Termination and Related Payments – Mr. Hall Involuntary or Constructive Termination (no Change in Control) Mr. Hall’s employment is at will and may be terminated by him or us upon 60 days’ notice. If we terminate Mr. Hall’s employment involuntarily (other than within 24 months following a Change In Control (defined below)) and without Business Reasons (as defined in the CEO Agreement) or a Constructive Termination (as defined in the CEO Agreement) occurs, or if the Company elects not to renew the CEO Agreement upon its expiration and Mr. Hall terminates his employment within 90 days following the expiration of the CEO Agreement, then Mr. Hall will be entitled to receive the following benefits:

Component Description

Base Salary

accrued base salary and unused paid time off (“PTO”) through termination

36 months continued base salary paid pursuant to normal payroll schedule

Short-Term Incentive Award

(Bonus)

earned but unpaid bonus

300% of the average of Mr. Hall’s earned annual bonuses for the three years preceding termination, payable in a lump sum

Long – Term

Incentive Award

36 months’ continued vesting in accordance with their terms (including achievement of applicable performance objectives) of all outstanding equity awards

a lump sum payment in cash equal to the value of any ungranted Annual Incentive Awards, multiplied by the percentage of such award that would vest within 36 months following termination (i.e., 75% in the case of a four year vesting period)

Other reimbursement for up to 36 months’ COBRA premiums for Mr. Hall and his family

Payment of severance amounts is conditioned upon execution of a general release of claims against the Company and compliance with 36 month non-competition and non-solicitation covenants. In certain circumstances, payment will be delayed for six months following termination under Code Section 409A. Involuntary or Constructive Termination, and Change in Control Within 24 months of a Change In Control: if Mr. Hall’s employment is terminated involuntarily and without Business Reasons; or a Constructive Termination occurs; or if the Company elects not to renew the CEO Agreement upon its expiration and Mr. Hall terminates his employment within 90 days following the expiration of the CEO Agreement (i.e., double trigger), Mr. Hall will be entitled to receive the following benefits:

Component Description

Base Salary

accrued base salary and unused PTO through termination

3 times base salary then in effect, payable 6 months following termination

Short-Term Incentive Award

(Bonus)

any earned but unpaid bonus

3 times target bonus for fiscal year in which Change In Control occurs, payable 6 months following termination

Long – Term

Incentive Award

any ungranted but earned Annual Incentive Awards

all unvested outstanding equity will vest in full, all performance goals or other vesting criteria will be deemed achieved at target levels and all stock options and SARs will be exercisable as to all covered shares

Other reimbursement for up to 36 months’ COBRA premiums for Mr. Hall and his family

Immediately upon a Change In Control, all of Mr. Hall’s unvested outstanding equity awards will vest in full, all performance goals or other vesting criteria will be deemed achieved at target levels and all stock options and SARs will be exercisable as to all covered shares. Additionally, any ungranted, but accrued Annual Incentive Awards will be awarded prior to consummation of the Change in Control.

Should any payments received by Mr. Hall upon a Change In Control constitute a “parachute payment” within the meaning of Code Section 280G, Mr. Hall may elect to receive either the full amount of his Change In Control payments, or such lesser amount as will ensure that no portion of his severance and other benefits will be subject to excise tax under Code Section 4999 of the Code. Additionally, certain payments may be delayed for six months following termination under Code Section 409A.

31

The CEO Agreement utilizes the 2014 Plan definition of “Change In Control” which currently provides that a Change In Control will occur when (i) there is a change in ownership of the Company such that any person (or group) becomes the beneficial owner of 50% of our voting securities, (ii) there is a change in the ownership of a substantial portion of the Company’s assets and (iii) there is a change in the effective control of the Company such that a majority of members of the Board is replaced during any 12 month period by directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of appointment or election.

In the CEO Agreement, Mr. Hall also agrees not to engage in any competitive activities and not to solicit Gartner employees for 36 months following termination of employment. Termination and Related Payments – Other Executive Officers In the event of termination for cause, voluntary resignation or as a result of death, disability or retirement, no severance benefits are provided. In the event of termination for cause or voluntary resignation, all equity awards are forfeited except as discussed below under Death, Disability and Retirement. In the event of termination without cause (including in connection with a Change In Control), other executive officers are entitled to receive the following benefits:

Component Description

Base Salary accrued base salary and unused PTO (not to exceed 25 days) through termination

12 months continued base salary paid pursuant to normal payroll schedule

Long – Term Incentive Awards

If terminated within 12 months of a Change in Control, all unvested outstanding equity will vest in full (upon adjustment if performance adjustment has not occurred on termination), and all stock options and SARs will be exercisable as to all covered shares for 12 months following termination; otherwise unvested awards are forfeited

If no Change in Control, unvested equity awards are forfeited (except in the case of death, disability and retirement, discussed below)

Other Reimbursement for up to 12 months’ COBRA premiums for executive and family

In order to receive severance benefits, the executive officers who are terminated are required to execute and comply with a separation agreement and release of claims in which, among other things, the executive reaffirms his or her commitment to confidentiality and non-competition obligations (that bind all employees for one year following termination of employment) and releases the Company from various employment-related claims. In addition, in the case of Named Executive Officers (other than Mr. Hall), severance will not be paid to any executive who refuses to accept an offer of comparable employment from Gartner or who does not cooperate or ceases to cooperate when being considered for a new position with Gartner, in each case as determined by the Company. Finally, under certain circumstances, payments and release of shares may be delayed for six months following termination under Code Section 409A. Death, Disability and Retirement For all equity awards made prior to 2015, in the case of termination due to death, disability or retirement (as defined), our executive officers are entitled to immediate vesting of all PSUs and SARs that would have vested (assuming continued service) during the 12 months following termination. Commencing with the 2015 equity awards, our executive officers are entitled to immediate vesting of all outstanding awards in the case of termination due to death or disability, and continued vesting depending upon the age of the officer in the case of retirement (as defined) as described in the following table:

Termination Event Treatment of Unvested Equity Awards

Death or Disability – pre 2015 awards 12 months additional vesting upon event

Death or Disability – 2015 awards 100% vesting upon event

Retirement – not eligible Unvested awards forfeited

Retirement – pre 2015 awards - eligible 12 months additional vesting upon event

Retirement – 2015 awards – eligible If < 60 years of age, 12 months continued vesting

If 60, 24 months continued vesting

If 61, 36 months continued vesting

If 62 or more, unvested awards vest in full in accordance with its term

32

In order to receive retirement vesting, an officer must be retirement “eligible” on the date of retirement; if not, all unvested awards are forfeited upon retirement. Retirement eligibility is defined in our current equity award agreements as follows: (i) on the date of retirement the officer must be at least 55 years old and have at least 5 years continued service and (ii) the sum of the officer’s age and years of continued service must be 65 or greater. At December 31, 2015, of our NEOs, only Messrs. Hall and Schwartz qualified for the additional vesting benefit upon retirement. Disability is defined in our current equity award agreements as total and permanent disability. For all SAR awards prior to 2015, the SARs remain exercisable for the earlier of the applicable expiration date or one year from termination in the case of death, disability or retirement. Commencing with the 2015 SAR awards, the SARs remain exercisable for the earlier of the applicable expiration date or one year from termination in the case of death and disability, and through the expiration date in the case of retirement. In each case, upon termination for any other reason, vested SARs remain exercisable for the earlier of the applicable expiration date or 90 days from the date of termination. In the case of death, disability or retirement, unvested and unadjusted PSUs to which the officer is entitled will be adjusted based upon achievement of the related performance metric upon certification by the Compensation Committee. In all cases related to retirement, the officer must be retirement eligible.

Potential Payments Upon Termination or Change in Control Employment Agreements With Executive Officers above contains a detailed discussion of the payments and other benefits to which our CEO and other Named Executive Officers are entitled in the event of termination of employment or upon a Change In Control, and the amounts payable assuming termination under various circumstances at December 31, 2015 are set forth below. In each case, each Named Executive Officer would also be entitled to receive accrued personal time off (PTO) and the balance in his deferred compensation plan account. Mr. Hall, CEO The table below quantifies (in dollars) amounts that would be payable by the Company, and the value of shares of Common Stock that would be released, to Mr. Hall had his employment been terminated on December 31, 2015 (the “Termination Date”) as a result of (i) involuntary termination without cause and/or constructive termination; (ii) death, disability or retirement; or (iii) a Change In Control. See Outstanding Equity Awards At Fiscal Year End Table below for a list of Mr. Hall’s unvested equity awards at the end of 2014. Mr. Hall was eligible for retirement benefits at December 31, 2015.

Involuntary termination

(severance benefits)

(1)

Involuntary termination (continued vesting of

equity awards)

(2)

Total Involuntary termination

(1), (2)

Death, disability or

retirement (value of unvested

equity awards)

(3)

Change in Control

(severance benefits)

(4)

Change in Control

(acceleration of unvested

equity awards)

(5)

Total Change in

Control (4), (5)

6,838,593 31,937,793 38,776,386 15,029,709 6,574,391 31,142,805 37,717,196

(1) Represents the sum of (w) three times base salary in effect at Termination Date; (x) 300% of the average actual bonus paid for the prior three years (2012, 2013 and 2014); (y) unpaid 2015 bonus; and (z) the amount of health insurance premiums for Mr. Hall, his spouse and immediate family for 36 months (at rate in effect on the Termination Date).

(2) Represents (x) the fair market value using the closing price of our Common Stock on December 31, 2015, or $90.70 (the “Year End Price”) of unvested PSUs that would have vested within 36 months following the Termination Date, plus (y) the spread between the Year End Price and the exercise price for all in-the-money SARs that would have vested within 36 months following the Termination Date, multiplied by the number of such SARs.

(3) Represents (x) the fair market value using the Year End Price of unvested PSUs that would have vested within 12 months following the Termination Date, plus (y) the spread between the Year End Price and the exercise price for all in-the-money SARs that would have vested within 12 months following the Termination Date, multiplied by the number of such SARs.

33

(4) Represents the sum of (w) three times base salary in effect at Termination Date, (x) three times 2015 target bonus, (y) unpaid 2015 bonus, and (z) the amount of health insurance premiums for Mr. Hall, his spouse and immediate family for 36 months (at premiums in effect on the Termination Date).

(5) Represents (x) the fair market value using the Year End Price of all unvested PSUs on the Termination Date (at target in the case of unadjusted 2015 PSUs), plus (y) the spread between the Year End Price and the exercise price of all in-the-money unvested SARs on the Termination Date, multiplied by the number of such SARs.

Other Named Executive Officers The table below quantifies (in dollars) amounts that would be payable by the Company, and the value of shares of Common Stock that would be released, to our Named Executive Officers (other than Mr. Hall) had their employment been terminated on December 31, 2015 (the “Termination Date”) as a result of (i) involuntary termination without cause and/or constructive termination; (ii) death or disability (Messrs. Safian, Dawkins and Waern) and death, disability or retirement (Mr. Schwartz); or (iii) a Change In Control. Of these NEOs, only Mr. Schwartz was eligible for retirement benefits at December 31, 2015. See Outstanding Equity Awards At Fiscal Year End Table below for a list of unvested equity awards held by each Named Executive Officer at the end of 2015.

Named Executive Officer

Involuntary termination

(severance benefits)

(1)

Value of unvested equity

awards (death, disability

or retirement) (2)

Value of unvested equity

awards (Change In Control)

(3)

Total Change In Control

(1), (3) Craig W. Safian 487,067 1,170,726 2,771,485 3,258,552 Lewis G. Schwartz 507,774 3,433,602 4,555,741 5,063,515 Alwyn Dawkins 457,283 2,175,092 4,555,741 5,013,024 Per Anders Waern 457,283 2,175,092 4,555,741 5,013,024

(1) Represents 12 months’ base salary in effect on the Termination Date plus the amount of health insurance premiums for the executive, his spouse and immediate family for 12 months (at premiums in effect on the Termination Date) payable in accordance with normal payroll practices. Since the executive must be employed on the bonus payment date (February 2016 in order to receive earned but unpaid 2015 bonus, in the event of termination on December 31, 2015, 2015 bonus would have been forfeited and, therefore, is excluded. See Non-Equity Incentive Plan Compensation in the Summary Compensation Table above for these bonus amounts.

(2) Represents (x) the fair market value using the closing price of our Common Stock on December 31, 2015, or $90.70 (the “Year End Price”) of unvested PSUs that would have vested within 12 months following the Termination Date, plus (y) the spread between the Year End Price and the exercise price of all in-the-money SARs that would have vested within 12 months following the Termination Date, multiplied by the number of such SARs. Messrs. Safian, Dawkins and Waern were not eligible for retirement benefits on December 31, 2015.

(3) Represents (x) the fair market value using the Year End Price of all unvested PSUs on the Termination Date (at target in the case of unadjusted 2015 PSUs), plus (y) the spread between the Year End Price and the exercise price of all in-the-money unvested SARs on the Termination Date, multiplied by the number of such SARs.

________________________

34

Outstanding Equity Awards at Fiscal Year-End Table This table provides information on each option (including stock appreciation rights or SARs) and stock (including restricted stock units (RSUs) and performance restricted stock units (PSUs) award held by each Named Executive Officer at December 31, 2015. All performance criteria associated with these awards (except for the 2015 PSU award (see footnote 4)) were fully satisfied as of December 31, 2015, and the award is fixed. The market value of the stock awards is based on the closing price of our Common Stock on the New York Stock Exchange on December 31, 2015, which was $90.70. Upon exercise of, or release of restrictions on, these awards, the number of shares ultimately issued to each executive will be reduced by the number of shares withheld by Gartner for tax withholding purposes and/or as payment of exercise price in the case of options and SARs.

Named Executive Officer

Option Awards Stock Awards

Number of Securities

Underlying Unexer-

cised Options Exercis-

able (#)

Number of Securities

Underlying Unexercised

Options Unexercis-

able (#)

Option Exercise

Price ($)

Option Expira-

tion Date

Number of Shares or

Units of Stock That Have

Not Vested

(#)

Market Value of

Shares or Units of

Stock That Have

Not Vested

($)

Equity Incentive

Plan Awards: Number

of Unearned

Shares, Units or

Other Rights

That Have Not

Vested (#)

Equity Incentive

Plan Awards:

Market or Payout

Value of Unearned

Shares, Units, or

Other Rights

That Have Not

Vested ($)

Eugene A. Hall (1), (5) 109,060 36,353 37.81 2/09/19 30,394 2,756,736 - - (2), (5) 65,375 65,374 49.37 2/12/20 53,836 4,882,925 - - (3), (5) 33,746 101,236 64.64 2/10/21 94,547 8,575,413 - - (4), (5) - 126,750 77.92 2/9/22 - - 66,649 6,045,064

Craig W. Safian (1) - - - - 2,314 209,880 - - (2) - - - - 4,050 367,335 - - (3) - - - - 5,221 473,545 - - (6) - - - - 5,349 485,154 - -

(4), (5) - 20,570 77.92 2/9/22 - - 10,816 981,011 Lewis G. Schwartz

(1), (5) - 5,059 37.81 2/09/19 4,230 383,661 - - (2), (5) - 9,452 49.37 2/12/20 7,784 706,009 (3), (5) - 15,060 64.64 2/10/21 14,064 1,275,605 (4), (5) - 18,855 77.92 2/9/22 - - 9,915 899,291

Alwyn Dawkins 14,217 - 38.05 2/22/18 - - -

(1), (5) 15,180 5,059 37.81 2/09/19 4,230 383,661 - - (2), (5) 9,453 9,452 49.37 2/12/20 7,784 706,009 (3), (5) 5,020 15,060 64.64 2/10/21 14,064 1,275,605 (4), (5) - 18,855 77.92 2/9/22 - - 9,915 899,291

Per Anders Waern (1), (5) - 5,059 37.81 2/09/19 4,230 383,661 - - (2), (5) - 9,452 49.37 2/12/20 7,784 706,009 (3), (5) - 15,060 64.64 2/10/21 14,064 1,275,605 (4), (5) - 18,855 77.92 2/9/22 - - 9,915 899,291

(1) Vest 25% per year commencing 2/09/13. (2) Vest 25% per year commencing 2/12/14.

(3) Vest 25% per year commencing 2/10/15.

35

(4) Vest 25% per year commencing 2/9/16. The market value of the Stock Award is presented at target (100%), and the amount ultimately awarded could range from 0% to 200% of the target award and the maximum payout value is 200% of target. After certification of the applicable performance metric in February 2016, the amount actually awarded on account of Stock Awards was adjusted to 159.8% of target. The actual number of PSUs awarded to the NEOs is reported in footnote (2) to the Grants of Plan – Based Awards Table.

(5) The amounts shown under Option Awards represent SARs that will be stock-settled upon exercise; accordingly, the number of shares

ultimately received upon exercise will be less than the number of SARs held by the executive and reported in this table.

(6) Vest 25% per year commencing 6/13/15. Option Exercises and Stock Vested Table This table provides information for the NEOs for the aggregate number of SARs that were exercised, and stock awards that vested and released, during 2015 on an aggregate basis, and does not reflect shares withheld by the Company for exercise price or withholding taxes.

Name

Option Awards Stock Awards Number of

Shares Acquired on

Exercise (#)

Value Realized on

Exercise ($) (1)

Number of Shares

Acquired on Vesting

(#) (2)

Value Realized on

Vesting ($)(3)

Eugene A. Hall 135,024 6,712,043 126,306 10,137,060 Craig W. Safian - - 10,163 826,895 Lewis G. Schwartz 63,440 3,112,086 18,026 1,446,021 Alwyn Dawkins 27,103 1,841,457 18,026 1,446,021 Per Anders Waern 19,504 725,461 18,026 1,446,021

(1) Represents the spread between (i) the market price of our Common Stock at exercise and (ii) the exercise price for all SARs exercised during the year, multiplied by the number of SARs exercised.

(2) Represents PSUs awarded in prior years as long-term incentive compensation that released in 2015.

(3) Represents the number of shares that released multiplied by the market price of our Common Stock on the release date. Non-Qualified Deferred Compensation Table The Company maintains a Non-Qualified Deferred Compensation Plan for certain officers and key personnel whose aggregate compensation in 2015 was expected to exceed $325,000. This plan currently allows qualified U.S.-based employees to defer up to 50% of annual salary and/or up to 100% of annual bonus earned in a fiscal year. In addition, in 2015 the Company made a contribution to the account of each Named Executive Officer who deferred compensation equal to the amount of such executive’s contribution (not to exceed 4% of base salary and bonus), less $7,200. Deferred amounts are deemed invested in several independently-managed investment portfolios selected by the participant for purposes of determining the amount of earnings to be credited by the Company to that participant’s account. The Company may, but need not, acquire investments corresponding to the participants’ designations.

Upon termination of employment for any reason, all account balances will be distributed to the participant in a lump sum, except that a participant whose account balance is in excess of $25,000 may defer distributions for an additional year, or elect to receive the balance in 20, 40 or 60 quarterly installments. In the event of an unforeseen emergency (which includes a sudden and unexpected illness or accident of the participant or a dependent, a loss of the participant’s property due to casualty or other extraordinary and unforeseeable circumstance beyond the participant’s control), the participant may request early payment of his or her account balance, subject to approval. The following table provides information (in dollars) concerning contributions to the Deferred Compensation Plan in 2015 by the participating Named Executive Officers, the Company’s matching contributions, 2015 earnings, aggregate withdrawals and distributions and account balances at year end:

36

Name

Executive Contributions

in 2015 (1)

Company Contributions

in 2015 (2)

Aggregate Earnings

(loss) in 2015

Aggregate Withdrawals/ Distributions

in 2015

Aggregate Balance at

12/31/15 Eugene A. Hall 85,966 78,766 (16,591) 225,591 556,685 Craig W. Safian 18,296 11,096 (334) 0 29,058 Lewis G. Schwartz 36,828 29,628 (16,491) 0 596,858 Alwyn Dawkins 75,975 25,398 (16,384) 29,786 358,917 Per Anders Waern 32,598 25,398 (3,947) 0 375,442

(1) Executive Contributions are included in the “Base Salary” and/or “Non-Equity Incentive Plan Compensation” columns in the Summary Compensation Table for the NEOs.

(2) Company Contributions are included in the “All Other Compensation” column of the Summary Compensation Table, and in the “Company Match Under Non-qualified Deferred Compensation Plan” column of the Other Compensation Table for the NEOs.

EQUITY COMPENSATION PLAN INFORMATION

The following table provides information as of December 31, 2015 regarding the number of shares of our Common Stock that may be issued upon exercise of outstanding options, stock appreciation rights and other rights (including restricted stock units, performance stock units and common stock equivalents) awarded under our equity compensation plans (and, where applicable, related weighted-average exercise price information), as well as shares available for future issuance under our equity compensation plans. All equity plans with outstanding awards or available shares have been approved by our stockholders.

Column A Column B Column C

Plan Category

Number of Securities to be Issued Upon

Exercise of Outstanding Options

and Rights

Weighted Average Exercise Price of

Outstanding Options

and Rights ($)

Number of Securities Remaining Available For Future Issuance

Under Equity Compensation Plans (excluding shares in

Column A) 2003 Long - Term Incentive Plan (1) 1,865,855 49.43 - 2014 Long – Term Incentive Plan (2) 1,038,512 77.92 7,351,370 2011 Employee Stock Purchase Plan 1,011,965 Total 2,904,367 8,363,335

(1) Award shares withheld for taxes, surrendered to pay exercise price or cancelled are retired; at the present time all awards are made under

the 2014 Plan. (2) Award shares under the 2014 Plan withheld for taxes, surrendered to pay exercise price or cancelled are returned to the available share

pool. Award shares under the 2003 Plan withheld for taxes, surrendered to pay exercise price or cancelled are retired.

From January 1, 2016 to April 1, 2016: 553,238 RSUs and/or PSUs were awarded to our executive officers and associates, and 353,408 SARs were awarded to our executive officers, primarily in connection with the 2016 annual equity award; 1,798 Common Stock Equivalents were issued to our directors for directors fees; 172,133 shares withheld for taxes, surrendered to pay exercise price or cancelled relating to awards made under the 2003 Plan were retired; and 57,485 shares withheld for taxes, surrendered to pay exercise price or cancelled relating to awards made under the 2014 Plan were returned to the available share pool in that plan.

As of April 1, 2016 under both the 2003 and 2014 Plans: there were no options and an aggregate of 1,661,578 SARs outstanding, with a weighted average exercise price of $61.31 and an average remaining term of 4.81 years; and there were an aggregate of 1,286,153 full value shares represented by unvested outstanding RSUs and PSUs outstanding. Additionally, there were 6,238,401 shares available for future grant under the 2014 Plan.

37

PROPOSAL TWO:

ADVISORY APPROVAL OF THE COMPANY’S EXECUTIVE COMPENSATION In accordance with the requirements of Section 14A of the Exchange Act (which was added by the Dodd-Frank Act) and the related rules of the SEC, we are including in this Proxy Statement a separate resolution subject to stockholder vote to approve the compensation of our Named Executive Officers. The stockholder vote on this resolution is advisory only. However, the Compensation Committee and the Board will consider the voting results when making future executive compensation decisions.

The text of the resolution in respect of Proposal No. 2 is as follows:

Resolved, that the compensation of Gartner's Named Executive Officers as disclosed in this Proxy Statement pursuant to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, compensation tables and narrative discussion, is hereby approved.

In considering your vote, stockholders may wish to review with care the information on Gartner’s compensation policies and decisions regarding the Named Executive Officers presented in the CD&A on pages 14 - 25, including, in particular, the information concerning Company performance included in the Executive Summary on pages 14 - 16 and highlights of our Compensation Practices on pages 16 - 17. In particular, stockholders should note that the Compensation Committee bases its executive compensation decisions on the following:

the need to attract, motivate and retain highly talented, creative and entrepreneurial individuals in a highly competitive industry and market place;

the need to motivate our executives to maximize the performance of our Company through pay-for-performance compensation components which have led executives to deliver outstanding performance for the past several years;

comparability to the practices of peers in our industry and other comparable companies generally based upon available benchmarking data; and

the alignment of our executive compensation programs with stockholder value through heavily weighted performance- based compensation elements.

As noted in the Executive Summary on commencing on page 14, 2015 was another year of record achievement for Gartner, largely as a result of the achievements, focus and skill of our executive leadership team. We achieved Contract Value, Revenue, EBITDA and Normalized EPS growth of 14%, 13%, 13% and 7%, respectively on an FX neutral basis. Additionally, our Common Stock returned compound annual growth rates of 8%, 25% and 22% on a 1, 3 and 5 year basis, significantly out-performing the S&P 500 and NASDAQ indices for the corresponding periods. The Board believes that Gartner’s executive compensation program has a proven record of effectively driving superior levels of financial performance, stockholder value, alignment of pay with performance, high ethical standards and attraction and retention of highly talented executives.

RECOMMENDATION OF OUR BOARD

Our Board unanimously recommends that you vote FOR the foregoing resolution to approve, on an advisory

basis, the compensation of our Named Executive Officers as disclosed in this Proxy Statement.

38

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Based on our review of information on file with the SEC and our stock records, the following table provides certain information about beneficial ownership of shares of our Common Stock as of March 31, 2016 (including shares that will release (RSUs) or become exercisable (SARs) within 60 days following March 31, 2016) held by: (i) each person (or group of affiliated persons) which is known by us to own beneficially more than five percent (5%) of our Common Stock; (ii) each of our directors; (iii) each Named Executive Officer who was employed on that date; and (iv) all directors, Named Executive Officers (who were employed on March 31, 2016) and other current executive officers as a group. Unless otherwise indicated, the address for those listed below is c/o Gartner, Inc., 56 Top Gallant Road, Stamford, CT 06904. The amounts shown do not include CSEs that release upon termination of service as a director, or deferred RSUs that will not release within 60 days. Since all stock appreciation rights (SARs) are stock-settled (i.e., shares are withheld for the payment of exercise price and taxes), the number of shares ultimately issued upon settlement will be less than the number of SARS that were settled. Except as indicated by footnote, and subject to applicable community property laws, the persons named in the table directly own, and have sole voting and investment power with respect to, all shares of Common Stock shown as beneficially owned by them. To the Company’s knowledge, none of these shares has been pledged.

Beneficial Owner

Number of Shares Beneficially

Owned Percent Owned

Michael J. Bingle (1) 24,969 * Richard J. Bressler 17,488 * Raul E. Cesan (2) 91,405 * Karen E. Dykstra 25,030 * Anne Sutherland Fuchs (1) 32,243 * William O. Grabe (1) 127,507 * Stephen G. Pagliuca (1) 52,799 * James C. Smith (3) 1,052,765 1.3 Eugene A. Hall (4) 1,585,068 1.9 Craig W. Safian (5) 21,490 * Alwyn Dawkins (6) 86,976 * Per Anders Waern (7) 29,851 * All current directors, Named Executive Officers and other

executive officers as a group (19 persons) (8) 3,644,452 4.4

Baron Capital Group, Inc. (9) 767 Fifth Avenue, New York, NY 10153

8,373,687 10.1

Blackrock, Inc. (10) 40 East 52nd Street, New York, NY 10022

7,043,271 8.5

The Vanguard Group, Inc. (11) 100 Vanguard Blvd., Malvern, PA 19335

6,267,019 7.6

T. Rowe Price Associates, Inc. (12) 100 E. Pratt Street, Baltimore, MD 21202

5,686,174 6.9

* Less than 1%

(1) Includes 2,267 RSUs that will release on May 28, 2016 (the “2015 Director RSU Award”).

(2) Includes 30,000 shares held by a family foundation as to which Mr. Cesan may be deemed a beneficial owner, and the 2015 Director RSU Award.

(3) Includes the 2015 Director RSU Award, 50,000 shares held by members of Mr. Smith’s immediate family and 211,900 shares held by

a family foundation as to which Mr. Smith may be deemed a beneficial owner.

(4) Includes 342,654 shares issuable upon the exercise of stock appreciation rights (“SARs”).

(5) Includes 5,143 shares issuable upon the exercise of SARs.

(6) Includes 63,389 shares issuable upon the exercise of SARs.

(7) Includes 19,519 shares issuable upon the exercise of SARs.

39

(8) Includes 14,933 RSUs shares that will release within 60 days, and 708,523 shares issuable upon the exercise of SARs.

(9) Includes shares beneficially owned by Baron Capital Group, Inc. (“BCG”) and Ronald Baron; also includes 7,915,682 shares beneficially owned by BAMCO, Inc. and 458,005 shares beneficially owned by Baron Capital Management, Inc., subsidiaries of BCG.

(10) Includes shares held by various subsidiaries and/or affiliates of Blackrock, Inc.

(11) Includes shares beneficially owned by The Vanguard Group, Inc. as an investment adviser, and includes 55,785 shares beneficially owned by Vanguard Fiduciary Trust Company as investment manager of collective trust accounts, and 54,300 shares beneficially owned by Vanguard Investments Australia, Ltd as investment manager.

(12) These shares are owned by various individual and institutional investors, for which T. Rowe Price Associates, Inc. (“Price Associates”) serves as an investment adviser with power to direct investments and/or sole power to vote the securities. For purposes of the reporting requirements of the Securities Exchange Act of 1934, Price Associates is deemed to be a beneficial owner of such securities; however Price Associates expressly disclaims that it is, in fact, the beneficial owner of such securities.

______________________________

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE Section 16(a) of the Exchange Act requires our executive officers, directors and persons who beneficially own more than 10% of our Common Stock to file reports of ownership and changes of ownership with the SEC and to furnish us with copies of the reports they file. To assist with this reporting obligation, the Company prepares and files ownership reports on behalf of its officers and directors pursuant to powers of attorney issued by the officer or director to the Company. Based solely on our review of these reports, or written representations from certain reporting persons, there were no late filings in 2015.

TRANSACTIONS WITH RELATED PERSONS

Gartner is a provider of comprehensive research coverage of the IT industry to over 10,000 distinct enterprises in over 90 countries. Because of our worldwide reach, it is not unusual for Gartner to engage in ordinary course of business transactions involving the sale of research or consulting services with entities in which one of our directors, executive officers or a greater than 5% owner of our stock, or immediate family member of any of them, may also be a director, executive officer, partner or investor, or have some other direct or indirect interest. We will refer to these transactions generally as related party transactions.

Our Governance Committee reviews all related party transactions to determine whether any director, executive officer or a greater than 5% owner of our stock, or immediate family member of any of them, has a material direct or indirect interest, or whether the independence from management of our directors may be compromised as a result of the relationship or transaction. Our Board Principles and Practices, which are posted on www.investor.gartner.com, require directors to disclose all actual or potential conflicts of interest regarding a matter being considered by the Board or any of its committees and to excuse themselves from that portion of the Board or committee meeting at which the matter is addressed to permit independent discussion. Additionally, the member with the conflict must abstain from voting on any such matter. The Governance Committee is charged with resolving any conflict of interest issues brought to its attention and has the power to request the Board to take appropriate action, up to and including requesting the involved director to resign. Our Audit Committee and/or Board of Directors reviews and approves all material related party transactions involving our directors in accordance with applicable provisions of Delaware law and with the advice of counsel, if deemed necessary.

The Company maintains a written conflicts of interest policy which is posted on our intranet and prohibits all Gartner employees, including our executive officers, from engaging in any personal, business or professional activity which conflicts with or appears to conflict with their employment responsibilities and from maintaining financial interests in entities that could create an appearance of impropriety in their dealings with the Company. Additionally, the policy prohibits all Gartner employees from entering into agreements on behalf of Gartner with any outside entity if the employee knows that the entity is a related party to a Gartner employee; i.e., that the contract would confer a financial benefit, either directly or indirectly, on a Gartner employee or his or her relatives. All potential conflicts of interest and related party transactions involving Gartner employees must be reported to, and pre-approved by, the General Counsel. In 2015, there were no related party transactions in which any director, executive officer or a greater than 5% owner of our stock, or immediate family member of any of them, had or will have a direct or indirect material interest.

40

PROPOSAL THREE:

RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITOR

The Audit Committee of the Board of Directors has appointed KPMG LLP to serve as the Company’s independent auditor for the 2016 fiscal year. Additional information concerning the Audit Committee and its activities with KPMG can be found in the Audit Committee Report and the Principal Accountant Fees and Services below.

The Audit Committee of the Board of Directors is directly responsible for the appointment, compensation and oversight of the Company’s independent auditor. Ratification by the stockholders of the appointment of KPMG is not required by law, the Company’s bylaws or otherwise. However, the Board of Directors is submitting the appointment of KPMG for stockholder ratification to ascertain stockholders’ views on the matter. Representatives of KPMG will attend the Annual Meeting to respond to appropriate questions and to make a statement if they desire to do so.

Principal Accountant Fees and Services During 2015, KPMG performed recurring audit services, including the audit of our annual consolidated financial statements and the audit of internal controls over financial reporting as of December 31, 2015, reviews of our quarterly financial information, and certain statutory audits and certain tax services for the Company. The aggregate fees billed for professional services by KPMG in 2014 and 2015 for various services performed by them were as follows:

Types of Fees 2014 ($) 2015 ($) Audit Fees 2,638,469 2,729,400Audit-Related Fees 15,000 7,600Tax Fees 632,180 513,277All Other Fees - -

Total Fees 3,285,649 3,250,277 Audit Fees Audit fees relate to professional services rendered by KPMG for the audit of the Company’s annual consolidated financial statements contained in its Annual Report on Form 10-K, audit of internal controls over financial reporting and reviews of the Company’s quarterly financial information contained in its Quarterly Reports on Form 10-Q, as well as work performed in connection with statutory and regulatory filings. Audit-Related Fees Audit-related fees relate to professional services rendered by KPMG primarily for audit support services, such as issuance of a consent in connection with the filing of a registration statement. Tax Fees Tax fees relate to professional services rendered by KPMG for permissible tax compliance, tax advice and tax planning services. All Other Fees This category of fees covers all fees for any permissible service not included in the above categories. Pre-Approval Policies The Audit Committee’s policy is to pre-approve all audit, audit-related and permissible non-audit services provided by KPMG. These services may include domestic and international audit services, audit-related services, tax services and other services. At the beginning of each fiscal year, the Audit Committee pre-approves aggregate fee limits for specific types of permissible services (e.g., domestic and international tax compliance and tax planning services; transfer pricing services, audit-related services and other permissible services) to allow management to engage KPMG expeditiously as needed as projects arise. At each regular quarterly meeting, KPMG and management report to the Audit Committee regarding the services for which the Company has engaged KPMG in the immediately preceding fiscal quarter in accordance with the pre-approved limits, and the related fees for such services as well as year-to-date cumulative fees for KPMG services. Pre-approved limits may be adjusted as necessary during the year, and the Audit Committee may also pre-approve particular services on a case-by-case basis. All services provided by KPMG in 2015 were pre-approved by the Audit Committee.

41

AUDIT COMMITTEE REPORT

Pursuant to its responsibilities as set forth in the Audit Committee Charter, the Audit Committee has reviewed and discussed with management and with KPMG Gartner’s audited consolidated financial statements for the year ended December 31, 2015. The Audit Committee has discussed with KPMG the matters required to be discussed by Auditing Standard No. 16, Communications with Audit Committees, as adopted by the Public Company Accounting Oversight Board (PCAOB). The Audit Committee has received the written disclosures and letter from KPMG required by applicable requirements of the PCAOB regarding KPMG’s communications with the Audit Committee concerning independence and has discussed with KPMG that firm’s independence.

Based on the review and discussions noted above, as well as discussions regarding Gartner’s internal control over financial reporting and discussions with Gartner’s Internal Audit function, the Audit Committee recommended to the Board of Directors that the audited consolidated financial statements for the year ended December 31, 2015 be included in Gartner’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 for filing with the Securities and Exchange Commission.

Audit Committee of the Board of Directors Richard J. Bressler Karen E. Dykstra James C. Smith

April 11, 2016

RECOMMENDATION OF OUR BOARD

Our Board unanimously recommends that you vote FOR ratification of the appointment of KPMG LLP as the Company’s independent auditor for fiscal 2016.

_____________________

MISCELLANEOUS

Stockholder Communications Stockholders and other interested parties may communicate with any of our directors by writing to them c/o Corporate Secretary, Gartner, Inc., 56 Top Gallant Road, P.O. 10212, Stamford, CT 06904-2212. All communications other than those which on their face are suspicious, inappropriate or illegible will be delivered to the director to whom they are addressed.

Available Information Our website address is www.gartner.com. The investor relations section of our website is located at www.investor.gartner.com and contains, under the “Corporate Governance” link, current electronic printable copies of our:

CEO & CFO Code of Ethics which applies to our Chief Executive Officer, Chief Financial Officer, controller and other financial managers

Global Code of Conduct, which applies to all Gartner officers, directors and employees Board Principles and Practices, the corporate governance principles that have been adopted by

our Board Audit Committee Charter Compensation Committee Charter Governance/Nominating Committee Charter

This information is also available in print to any stockholder who makes a written request to Investor Relations, Gartner, Inc., 56 Top Gallant Road, P.O. Box 10212, Stamford, CT 06904 - 2212.

42

Process for Submission of Stockholder Proposals for our 2017 Annual Meeting The Company has adopted advance notice requirements related to stockholder business, including director nominations. These requirements are contained in our Bylaws, which can be found at www.investor.gartner.com, under the “Corporate Governance” link, and are summarized below. This summary is qualified by reference to the full Bylaw provision.

If you are a stockholder of record and you want to make a proposal for consideration at the 2017 Annual Meeting without having it included in our proxy materials, we must receive your written notice not less than 90 days prior to the 2017 Annual Meeting; provided, however, that if we fail to give at least 100 days prior notice of this meeting, then we must receive your written notice not more than 10 days after the date on which notice of the 2017 Annual Meeting is mailed.

A stockholder’s notice must set forth certain required information including: (i) a brief description of the business to be brought before the meeting and the reasons therefore; (ii) the name and address of the proposing stockholder and certain associated persons; (iii) the number of shares of Common Stock held by such stockholder and associated persons; (iv) a description of any hedging transactions entered into by such stockholder and persons; (v) any material interest of such stockholder and associated persons in the business to be conducted; and (vi) a statement as to whether a proxy statement and form of proxy will be delivered to other stockholders. In addition, certain information in the notice must be supplemented as of the record date for the meeting. If the stockholder business involves director nominations, the stockholder’s notice must also contain detailed information concerning the nominee, including name, age, principal occupation, interests in Common Stock, any other information regarding the nominee that would be required to be included in a proxy statement under the rules of the SEC had the proposal been made by management, and an acknowledgment by the nominee of the fiduciary duties owed by a director to a corporation and its stockholders under Delaware law. If you do not comply with all of the provisions of our advance notice requirements, then your proposal may not be brought before the 2017 Annual Meeting. All stockholder notices should be addressed to the Corporate Secretary, Gartner, Inc., 56 Top Gallant Road, P.O. Box 10212, Stamford, Connecticut 06904-2212. Additionally, if you want to make a proposal for consideration at next year’s Annual Meeting and have it included in our proxy materials for that meeting, we must receive your proposal by December 12, 2016, and it must comply with all other provisions of the Company’s advance notice requirements as well as the requirements of Exchange Act Rule 14a-8. Annual Report A copy of our Annual Report on Form 10-K for the year ended December 31, 2015 (the “2015 10-K”) has been filed with the Securities and Exchange Commission and is available at www.sec.gov. You may also obtain a copy at www.investor.gartner.com. A copy of the 2015 10-K is also contained in our 2015 Annual Report to Stockholders, which accompanies this Proxy Statement. A copy of the 2015 10-K will be mailed to any stockholder who makes a written request to Investor Relations, Gartner, Inc., 56 Top Gallant Road, P.O. Box 10212, Stamford, CT 06904—2212.

By Order of the Board of Directors

Daniel S. Peale Corporate Secretary Stamford, Connecticut April 11, 2016

2015 Annual Report on Form 10-K

fin_027_2015AnnualReport_10kCover.indd 1 3/24/16 12:14 PM

89438

UNITED STATESSECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K� ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2015

OR

� TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 1-14443

GARTNER, INC.(Exact name of registrant as specified in its charter)

Delaware(State or other jurisdiction ofincorporation or organization)

04-3099750(I.R.S. Employer Identification No.)

P.O. Box 1021256 Top Gallant Road Stamford, CT

(Address of principal executive offices)

06902-7700(Zip Code)

(203) 316-1111(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:Title of each class Name of each exchange on which registered

Common Stock, $.0005 par value per share New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of theSecurities Act. Yes � No �

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section15(d) of the Exchange Act. Yes � No �

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter periodthat the registrant was required to file such reports), and (2) has been subject to such filing requirements forthe past 90 days. Yes � No �

Indicate by check mark whether the registrant has submitted electronically and posted on its corporateWeb site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 ofRegulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit and post such files). Yes � No �

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is notcontained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or informationstatements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. �

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “acceleratedfiler” and “smaller reporting company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer � Accelerated filer � Non-accelerated filer � Smaller reporting company �

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of theExchange Act). Yes � No �

As of June 30, 2015, the aggregate market value of the registrant’s common stock held by non-affiliates ofthe registrant was $6,872,193,331 based on the closing sale price as reported on the New York Stock Exchange.

The number of shares outstanding of the registrant’s common stock was 82,340,012 as of January 31, 2016.

DOCUMENTS INCORPORATED BY REFERENCEDocument Parts Into Which Incorporated

Proxy Statement for the Annual Meeting ofStockholders to be held May 26, 2016

(Proxy Statement)

Part III

14272

GARTNER, INC.

2015 ANNUAL REPORT ON FORM 10-K

TABLE OF CONTENTS

PART I

ITEM 1. BUSINESS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3

ITEM 1A. RISK FACTORS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7

ITEM 1B. UNRESOLVED STAFF COMMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15

ITEM 2. PROPERTIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15

ITEM 3. LEGAL PROCEEDINGS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16

ITEM 4. MINE SAFETY DISCLOSURES (not applicable) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATEDSTOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITYSECURITIES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17

ITEM 6. SELECTED FINANCIAL DATA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIALCONDITION AND RESULTS OF OPERATIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKETRISK . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA . . . . . . . . . . . . . . . . . . 37

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ONACCOUNTING AND FINANCIAL DISCLOSURE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37

ITEM 9A. CONTROLS AND PROCEDURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37

ITEM 9B. OTHER INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE . . 38

ITEM 11. EXECUTIVE COMPENSATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS ANDMANAGEMENT AND RELATED STOCKHOLDER MATTERS . . . . . . . . . . . . . . 38

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS ANDDIRECTOR INDEPENDENCE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38

PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES . . . . . . . . . . . . . . . . . . . . . . 39

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 41

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM . . . . . . . . . . . . . . . 42

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM . . . . . . . . . . . . . . . 43

CONSOLIDATED BALANCE SHEETS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44

CONSOLIDATED STATEMENTS OF OPERATIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME . . . . . . . . . . . . . . . . . . . . . . . . . 46

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ (DEFICIT) EQUITY. . . . . . . . . . . . . . 47

CONSOLIDATED STATEMENTS OF CASH FLOWS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49

SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 78

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PART I

ITEM 1. BUSINESS.

GENERAL

Gartner, Inc. (“Gartner”) (NYSE: IT) is the world’s leading information technology researchand advisory company. We deliver the technology-related insight necessary for our clients to makethe right decisions, every day. From CIOs and senior information technology (IT) leaders incorporations and government agencies, to business leaders in high-tech and telecom enterprises andprofessional services firms, to supply chain professionals, digital marketing professionals andtechnology investors, we are the valuable partner to clients in 10,796 distinct enterprises. We workwith clients to research, analyze and interpret the business of IT within the context of theirindividual roles. Founded in 1979, Gartner is headquartered in Stamford, Connecticut, U.S.A., and asof December 31, 2015, had 7,834 associates, including 1,731 research analysts and consultants, andclients in over 90 countries.

The foundation for all Gartner products and services is our independent research on IT, supplychain, and digital marketing issues. The findings from this research are delivered through our threebusiness segments—Research, Consulting and Events:

• Research provides objective insight on critical and timely technology and supply chaininitiatives for CIOs and other IT professionals, supply chain leaders, digital marketing andother business professionals, as well as technology companies and the institutional investmentcommunity, through reports, briefings, proprietary tools, access to our analysts, peernetworking services and membership programs that enable our clients to make betterdecisions about their IT, supply chain and digital marketing initiatives.

• Consulting provides customized solutions to unique client needs through on-site, day-to-daysupport, as well as proprietary tools for measuring and improving IT performance with a focuson cost, performance, efficiency and quality.

• Events provides IT, supply chain, digital marketing, and other business professionals theopportunity to attend various symposia, conferences and exhibitions to learn, contribute andnetwork with their peers. From our flagship event Symposium/ITxpo, to summits focused onspecific technologies and industries, to experimental workshop-style seminars, our events distillthe latest Gartner research into applicable insight and advice.

For more information regarding Gartner and our products and services, visit gartner.com.

References to “the Company,” “we,” “our,” and “us” are to Gartner, Inc. and its consolidatedsubsidiaries.

MARKET OVERVIEW

Technological innovations are changing how businesses and organizations work and what theydo at an increasingly rapid pace. Today, everyone is living and working in the midst of atechnological revolution. The nexus of four powerful forces—social, mobile, cloud and information,coupled with the “Internet of things”—are blurring the line between the physical and digital worlds,creating unprecedented change on a scale not seen before facing every organization around theworld, from business enterprises and units within enterprises of every size, to governments andgovernment agencies, as well as other organizations. This change falls into three categories:optimizing the use of technology to improve performance across every function in the organization;managing disruptive technology-based innovation; and protecting the organization from securitythreats. This technology revolution will remain vibrant for decades to come.

Information technology is critical to supporting increased productivity, service and performanceimprovement, revenue growth and cyber-security. As the costs of IT solutions continue to rise,executives and professionals have realized the importance of making well-informed decisions andincreasingly seek to maximize their returns on IT capital investments. As a result, every ITinvestment decision in an enterprise is subject to increased financial scrutiny, especially in the

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current challenging economic climate. In addition, today’s IT marketplace is dynamic and complex.Technology providers continually introduce new products with a wide variety of standards andfeatures that are prone to shorter life cycles. Users of technology—a group that encompasses nearlyall organizations—must keep abreast of new developments in technology to ensure that their ITsystems are reliable, efficient, secure, and meet both their current and future needs.

Given the strategic and critical nature of technology decision-making and spending, businessenterprises, governments and their agencies, and other organizations turn to Gartner for guidance inorder to make the right decisions to maximize the value of their IT investments.

OUR SOLUTION

We provide IT decision makers with the insight they need to understand where—and how—tosuccessfully harness technology to achieve their mission critical priorities. We employ a diversifiedbusiness model that utilizes and leverages the breadth and depth of our intellectual capital. Thefoundation of our business model is our ability to create and distribute our proprietary researchcontent as broadly as possible via published reports and briefings, consulting and advisory services,and our events, including the Gartner Symposium/ITxpo series.

We have 1,125 analysts located around the world who create compelling, relevant, independentand objective research and fact-based analysis on every major IT initiative and all aspects of the ITindustry, including supply chain and digital marketing. Through our robust product portfolio, ourglobal research team provides thought leadership and technology insights that CIOs, supply chainprofessionals, digital marketing professionals, executives and other technology practitioners need tomake the right decisions, every day. In addition to our analysts, we have 606 experienced consultantswho combine our objective, independent research with a practical business perspective focused onthe IT industry. Finally, our events are the largest of their kind, gathering together highly qualifiedaudiences that include CIOs and other IT executives, frontline IT architects and professionals, supplychain leaders, digital marketing leaders, and purchasers and providers of technology and supplychain products and services.

PRODUCTS AND SERVICES

Our diversified business model provides multiple entry points and synergies that facilitateincreased client spending on our research, consulting services and events. A critical part of our long-term strategy is to increase business volume with our most valuable clients, identifying relationshipswith the greatest sales potential and expanding those relationships by offering strategically relevantresearch and advice. We also seek to extend the Gartner brand name to develop new clientrelationships, augment our sales capacity, and expand into new markets around the world. Inaddition, we seek to increase our revenue and operating cash flow through more effective pricing ofour products and services. These initiatives have created additional revenue streams through moreeffective packaging, campaigning and cross-selling of our products and services.

Our principal products and services are delivered via our Research, Consulting and Eventssegments:

• RESEARCH. Gartner delivers independent, objective IT research and insight primarilythrough a subscription-based, digital media service. Gartner research is the fundamentalbuilding block for all Gartner services and covers all technology-related markets, topics andindustries, as well as supply chain and digital marketing. We combine our proprietary researchmethodologies with extensive industry and academic relationships to create Gartner solutionsthat address each role within an IT organization. Our research agenda is defined by clients’needs, focusing on the critical issues, opportunities and challenges they face every day. Ourresearch analysts are in regular contact with both technology providers and technology users,enabling them to identify the most pertinent topics in the IT marketplace and developrelevant product enhancements to meet the evolving needs of users of our research. Theyprovide in-depth analysis on all aspects of technology, including hardware; software andsystems; services; IT management; market data and forecasts; and vertical-industry issues. Our

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proprietary research content, presented in the form of reports, briefings, updates and relatedtools, is delivered directly to the client’s desktop via our website and/or product-specificportals. Clients normally sign subscription contracts that provide access to our researchcontent for individual users over a defined period of time. The majority of our researchsubscription contracts are for twelve months or longer.

• CONSULTING. Gartner Consulting deepens relationships with our Research clients byextending the reach of our research through custom consulting engagements. GartnerConsulting brings together our unique research insight, benchmarking data, problem-solvingmethodologies and hands-on experience to improve the return on a client’s IT investment.Our consultants provide fact-based consulting services to help clients use and manage IT tooptimize business performance.

Consulting solutions capitalize on Gartner assets that are invaluable to IT decision making,including: (1) our extensive research, which ensures that our consulting analyses and adviceare based on a deep understanding of the IT environment and the business of IT; (2) ourmarket independence, which keeps our consultants focused on our clients’ success; and (3) ourmarket-leading benchmarking capabilities, which provide relevant comparisons and bestpractices to assess and improve performance.

Gartner Consulting provides solutions to CIOs and other IT executives, and to thoseprofessionals responsible for IT applications, enterprise architecture, go-to-market strategies,infrastructure and operations, program and portfolio management, and sourcing and vendorrelationships. Consulting also provides targeted consulting services to professionals in specificindustries. Finally, we provide actionable solutions for IT cost optimization, technologymodernization and IT sourcing optimization initiatives.

• EVENTS. Gartner Symposium/ITxpo events and Gartner Summit events are gatherings oftechnology’s most senior IT professionals, business strategists and practitioners. Our eventsoffer current, relevant and actionable technology sessions led by Gartner analysts, whilefacilitating peer exchanges. These sessions are augmented with technology showcases, peerexchanges, analyst one-on-one meetings, workshops and keynotes by technology’s top leaders.They also provide attendees with an opportunity to interact with business executives from theworld’s leading technology companies.

Gartner events attract professionals at every level who seek in-depth knowledge abouttechnology products and services. Gartner Symposium/ITxpo events are large conferences heldin various locations throughout the world for CIOs and other senior IT and businessprofessionals that provide a strategic view on trends shaping IT and business. We also offertargeted events for CIOs and IT executives, such as CIO Leadership Forum. Gartner Summitevents focus on specific topics, technologies and industries including supply chain and digitalmarketing, providing IT professionals with the insight, solutions and networking opportunitiesto succeed in their job role. Our Catalyst conferences are the premier event for frontline ITtechnical professionals and architects, and our Digital Marketings events are the premiergatherings for senior marketing leaders.

COMPETITION

We believe that the principal factors that differentiate us from our competitors are thefollowing:

• Superior IT research content—We believe that we create the broadest, highest-quality andmost relevant research coverage of the IT industry, with offerings for every member of an ITorganization. Our research analysis generates unbiased insight that we believe is timely,thought-provoking and comprehensive, and that is known for its high quality, independenceand objectivity.

• Our leading brand name—We have provided critical, trusted insight under the Gartner namefor over 35 years.

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• Our global footprint and established customer base—We have a global presence with clientsin over 90 countries on six continents. A substantial portion of our revenues is derived fromsales outside of the U.S.

• Experienced management team—Our management team is composed of IT research veteransand experienced industry executives with long tenure at Gartner.

• Substantial operating leverage in our business model—We have the ability to distribute ourintellectual property and expertise across multiple platforms, including research publications,consulting engagements, conferences and executive programs, to derive incremental revenueand profitability.

• Vast network of analysts and consultants—As of December 31, 2015, we had 1,731 researchanalysts and consultants located around the world. Our analysts collectively speak50 languages and are located in 35 countries, enabling us to cover all aspects of IT on aglobal basis.

Notwithstanding these differentiating factors, we face competition from a significant number ofindependent providers of information products and services. We compete indirectly with consultingfirms and other information providers, including electronic and print media companies. Theseindirect competitors could choose to compete directly with us in the future. In addition, we facecompetition from free sources of information that are available to our clients through the Internet.Limited barriers to entry exist in the markets in which we do business. As a result, new competitorsmay emerge and existing competitors may start to provide additional or complementary services.While we believe the breadth and depth of our research assets position us well versus ourcompetition, increased competition could result in loss of market share, diminished value in ourproducts and services, reduced pricing, and increased sales and marketing expenditures.

INTELLECTUAL PROPERTY

Our success has resulted in part from proprietary methodologies, software, reusable knowledgecapital and other intellectual property rights. We rely on a combination of patent, copyright,trademark, trade secret, confidentiality, non-compete and other contractual provisions to protect ourintellectual property rights. We have policies related to confidentiality, ownership, and the use andprotection of Gartner’s intellectual property. We also enter into agreements with our employees asappropriate that protect our intellectual property, and we enforce these agreements if necessary. Werecognize the value of our intellectual property in the marketplace and vigorously identify, createand protect it. Additionally, we actively monitor and enforce contract compliance by our end users.

EMPLOYEES

We had 7,834 employees as of December 31, 2015, an increase of 16% compared to the prioryear end as we continued to invest for future growth. We had 1,289 employees located at ourheadquarters in Stamford, Connecticut and a nearby office in Trumbull, Connecticut; 3,194employees located elsewhere in the United States in 33 other offices; and 3,351 employees locatedoutside of the United States in 60 offices. Our employees may be subject to collective bargainingagreements at a company or industry level, or works councils, in those foreign countries where thisis part of the local labor law or practice. We have experienced no work stoppages and consider ourrelations with our employees to be favorable.

AVAILABLE INFORMATION

Our Internet address is www.gartner.com and the Investor Relations section of our website islocated at www.investor.gartner.com. We make available free of charge, on or through the InvestorRelations section of our website, printable copies of our annual reports on Form 10-K, quarterlyreports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed orfurnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended(the “Exchange Act”) as soon as reasonably practicable after we electronically file such materialwith, or furnish it to, the Securities and Exchange Commission (the “SEC”).

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Also available at www.investor.gartner.com, under the “Corporate Governance” link, areprintable and current copies of our (i) CEO & CFO Code of Ethics which applies to our ChiefExecutive Officer, Chief Financial Officer, Controller and other financial managers, (ii) Global Codeof Conduct, which applies to all Gartner officers, directors and employees, wherever located,(iii) Board Principles and Practices, the corporate governance principles that have been adopted byour Board and (iv) charters for each of the Board’s standing committees: Audit, Compensation andGovernance/Nominating.

ITEM 1A. RISK FACTORS

We operate in a highly competitive and rapidly changing environment that involves numerousrisks and uncertainties, some of which are beyond our control. In addition, we and our clients areaffected by global economic conditions. The following sections discuss many, but not all, of the risksand uncertainties that may affect our future performance, but is not intended to be all-inclusive. Anyof the risks described below could have a material adverse impact on our business, prospects, resultsof operations, financial condition, and cash flows, and could therefore have a negative effect on thetrading price of our common stock. Additionally risks not currently known to us or that we now deemimmaterial may also harm us and negatively affect your investment.

Risks related to our business

Our operating results could be negatively impacted by global economic conditions. Our businessis impacted by general economic conditions and trends, in the U.S and abroad. Severe downwardpressures on global commodity prices and a lower growth rate in China have contributed to ageneral outlook of weaker economic growth both in the U.S. and abroad in 2016. Recentgeopolitical events, such as the terrorist attacks in France, have added to the uncertainty. Theseconditions could negatively and materially affect future demand for our products and services ingeneral, in certain geographic regions, or in particular industry sectors. Such difficulties could includethe ability to maintain client retention, wallet retention and consulting utilization rates, achievecontract value and consulting backlog growth, attract attendees and exhibitors to our events orobtain new clients. Such developments could negatively impact our financial condition, results ofoperations, and cash flows.

We face significant competition and our failure to compete successfully could materially andadversely affect our results of operations, financial condition, and cash flows. We face directcompetition from a significant number of independent providers of information products andservices, including information available on the Internet free of charge. We also compete indirectlyagainst consulting firms and other information providers, including electronic and print mediacompanies, some of which may have greater financial, information gathering and marketing resourcesthan we do. These indirect competitors could also choose to compete directly with us in the future.In addition, low barriers to entry exist in the markets in which we do business. As a result, newcompetitors may emerge and existing competitors may start to provide additional or complementaryservices. Additionally, technological advances may provide increased competition from a variety ofsources.

There can be no assurance that we will be able to successfully compete against current andfuture competitors and our failure to do so could result in loss of market share, diminished value inour products and services, reduced pricing and increased marketing expenditures. Furthermore, wemay not be successful if we cannot compete effectively on quality of research and analysis, timelydelivery of information, customer service, and the ability to offer products to meet changing marketneeds for information and analysis, or price.

We may not be able to maintain the quality of our existing products and services. We operate ina rapidly evolving market, and our success depends upon our ability to deliver high quality andtimely research and analysis to our clients. Any failure to continue to provide credible and reliableinformation that is useful to our clients could have a material adverse effect on future business andoperating results. Further, if our published data, opinions or viewpoints prove to be wrong or arenot substantiated by appropriate research, our reputation may suffer and demand for our products

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and services may decline. In addition, we must continue to improve our methods for delivering ourproducts and services in a cost-effective manner via the Internet and mobile applications. Failure tomaintain state of the art electronic delivery capabilities could adversely affect our future businessand operating results.

We may not be able to enhance and develop our existing products and services, or introduce thenew products and services that are needed to remain competitive. The market for our products andservices is characterized by rapidly changing needs for information and analysis on the IT industry asa whole. The development of new products is a complex and time-consuming process. Nonetheless,to maintain our competitive position, we must continue to anticipate the needs of our clientorganizations, develop, enhance and improve our existing as well as new products and services toaddress those needs, deliver all products and services in a timely, user-friendly and state of the artmanner, and appropriately position and price new products and services relative to the marketplaceand our costs of developing them. Any failure to achieve successful client acceptance of newproducts and services could have a material adverse effect on our business, results of operations andfinancial position. Additionally, significant delays in new product or service releases or significantproblems in creating new products or services could adversely affect our business, the results ofoperations and our financial position.

Technology is rapidly evolving, and if we do not continue to develop new product and serviceofferings in response to these changes, our business could suffer. Disruptive technologies are rapidlychanging the environment in which we, our clients, and our competitors operate. We will need tocontinue to respond to these changes by enhancing our product and service offerings in order tomaintain our competitive position. However, we may not be successful in responding to these forcesand enhance our products on a timely basis, and any enhancements we develop may not adequatelyaddress the changing needs of our clients. Our future success will depend upon our ability todevelop and introduce in a timely manner new or enhanced existing offerings that address thechanging needs of this constantly evolving marketplace. Failure to develop products that meet theneeds of our clients in a timely manner could have a material adverse effect on our business, theresults of operations and our financial position.

We depend on renewals of subscription-based services and sales of new subscription-basedservices for a significant portion of our revenue, and our failure to renew at historical rates orgenerate new sales of such services could lead to a decrease in our revenues. A large portion of oursuccess depends on our ability to generate renewals of our subscription-based research products andservices and new sales of such products and services, both to new clients and existing clients. Theseproducts and services constituted approximately 73% and 72% of our total revenues for 2015 and2014, respectively. Generating new sales of our subscription-based products and services, both to newand existing clients, is a challenging, costly, and often time consuming process. If we are unable togenerate new sales, due to competition or other factors, our revenues will be adversely affected.

Our research subscription contracts are typically for twelve months or longer. Our ability tomaintain contract renewals is subject to numerous factors, including the following:

• delivering high-quality and timely analysis and advice to our clients;

• understanding and anticipating market trends and the changing needs of our clients; and

• providing products and services of the quality and timeliness necessary to withstandcompetition.

Additionally, as we continue to adjust our products and service offerings to meet our clients’continuing needs, we may shift the type and pricing of our products which may impact clientrenewal rates. While our Research client retention rate was 84% at December 31, 2015 and 85% atDecember 31, 2014, there can be no guarantee that we will continue to maintain this rate of clientrenewals.

We depend on non-recurring consulting engagements and our failure to secure new engagementscould lead to a decrease in our revenues. Consulting segment revenues constituted 15% of our totalrevenues in 2015 and 17% in 2014. Consulting engagements typically are project-based and non-

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recurring. Our ability to replace consulting engagements is subject to numerous factors, including thefollowing:

• delivering consistent, high-quality consulting services to our clients;

• tailoring our consulting services to the changing needs of our clients; and

• our ability to match the skills and competencies of our consulting staff to the skills requiredfor the fulfillment of existing or potential consulting engagements.

Any material decline in our ability to replace consulting arrangements could have an adverseimpact on our revenues and our financial condition. In addition, revenue from our contractoptimization business can fluctuate significantly from period to period and is not predictable.

The profitability and success of our conferences, symposia and events could be adversely affectedby external factors beyond our control. The market for desirable dates and locations for conferences,symposia and events is highly competitive. If we cannot secure desirable dates and suitable venuesfor our conferences, symposia and events their profitability could suffer, and our financial conditionand results of operations may be adversely affected. In addition, because our events are scheduled inadvance and held at specific locations, the success of these events can be affected by circumstancesoutside of our control, such as labor strikes, transportation shutdowns and travel restrictions,economic slowdowns, reductions in government spending, geo-political crises, terrorist attacks, war,weather, natural disasters, communicable diseases, and other occurrences impacting the global,regional, or national economies, the occurrence of any of which could negatively impact the successof the event. We also face the challenge of procuring venues that are sizeable enough at areasonable cost to accommodate some of our major events.

Our sales to governments are subject to appropriations and may be terminated. We derivesignificant revenues from research and consulting contracts with the U.S. government and itsrespective agencies, numerous state and local governments and their respective agencies, and foreigngovernments and their agencies. At December 31, 2015 and 2014, approximately $345.0 million and$310.0 million, respectively, of our total contracts were attributable to government entities. Webelieve substantially all of the amounts attributable to government entities at December 31, 2015 willbe filled in 2016. Our U.S. government contracts are subject to the approval of appropriations bythe U.S. Congress to fund the agencies contracting for our services. Additionally, our contracts atthe state and local levels, as well as foreign government contracts, are subject to variousgovernmental authorizations and funding approvals and mechanisms. In general, most if not all ofthese contracts may be terminated at any time without cause or penalty (“termination forconvenience”). Similarly, contracts with U.S. federal, state and local, and foreign governments andtheir respective agencies are subject to increasingly complex bidding procedures, compliancerequirements and intense competition. Should appropriations for the governments and agencies thatcontract with us be curtailed, or should our government contracts be terminated for convenience, wemay experience a significant loss of consolidated and segment revenues.

We may not be able to attract and retain qualified personnel which could jeopardize our futuregrowth plans, as well as the quality of our products and services. Our success depends heavily uponthe quality of our senior management, research analysts, consultants, sales and other key personnel.We face competition for qualified professionals from, among others, technology companies, marketresearch firms, consulting firms, financial services companies and electronic and print mediacompanies, some of which have a greater ability to attract and compensate these professionals.Recent improvements in the U.S economy have heightened this competition. Additionally, some ofthe personnel that we attempt to hire are subject to non-compete agreements that could impede ourshort-term recruitment efforts. Any inability to retain key personnel, or to hire and train additionalqualified personnel to support the evolving needs of clients or the projected growth in our business,could adversely affect the quality of our products and services, as well as future business andoperating results.

We may not be able to maintain the equity in our brand name. We believe that our “Gartner”brand, including our independence, is critical to our efforts to attract and retain clients and that theimportance of brand recognition will increase as competition increases. We may expand our

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marketing activities to promote and strengthen the Gartner brand and may need to increase ourmarketing budget, hire additional marketing and public relations personnel, and expend additionalsums to protect our brand and otherwise increase expenditures to create and maintain client brandloyalty. If we fail to effectively promote and maintain the Gartner brand, or incur excessiveexpenses in doing so, our future business and operating results could be adversely impacted.

Our international operations expose us to a variety of operational and other risks which couldnegatively impact our future revenue and growth. We have clients in over 90 countries and asubstantial amount of our revenue is earned outside of the U.S. Our operating results are subject tothe risks inherent in international business activities, including general political and economicconditions in each country, changes in market demand as a result of tariffs and other trade barriers,challenges in staffing and managing foreign operations, changes in regulatory requirements,compliance with numerous foreign laws and regulations, and the difficulty of enforcing clientagreements, collecting accounts receivable and protecting intellectual property rights in internationaljurisdictions. Furthermore, we rely on local distributors or sales agents in some internationallocations. If any of these arrangements are terminated by our agent or us, we may not be able toreplace the arrangement on beneficial terms or on a timely basis, or clients of the local distributoror sales agent may not want to continue to do business with us or our new agent.

Our business and operations may be conducted in countries where corruption has historicallypenetrated the economy. It is our policy to comply, and to require our local partners and those withwhom we do business to comply, with all applicable anti-corruption laws, such as the U.S. ForeignCorrupt Practices Act and U.K. Bribery Act, and with applicable local laws of the foreign countriesin which we operate. Our business and reputation may be adversely affected if we fail to complywith such laws.

We are exposed to volatility in foreign currency exchange rates from our international operations.Revenues earned outside the U.S. are typically transacted in local currencies, which may fluctuatesignificantly against the U.S. dollar. While we may use forward exchange contracts to a limitedextent to seek to mitigate foreign currency risk, our revenues and results of operations could beadversely affected by unfavorable foreign currency fluctuations. Additionally, our effective tax rate isincreased as the U.S dollar strengthens against foreign currencies, which could impact our operatingresults.

Natural disasters, terrorist acts, war, and other geo-political events could disrupt our business. Weoperate in numerous U.S. and international locations, and we have offices in a number of majorcities across the globe. A major weather event, earthquake, flood, drought, volcanic activity, disease,or other catastrophic natural disaster could significantly disrupt our operations. In addition, acts ofcivil unrest, failure of critical infrastructure, terrorism, armed conflict, war, and abrupt politicalchange, as well as responses by various governments and the international community to such acts,can have a negative effect on our business. Such events could cause delays in initiating orcompleting sales, impede delivery of our products and services to our clients, disrupt or shut downthe Internet or other critical client-facing and business processes, impede the travel of our personneland clients, dislocate our critical internal functions and personnel, and in general harm our ability toconduct normal business operations, any of which can negatively impact our financial condition andoperating results. Such events could also impact the timing and budget decisions of our clients,which could negatively impact our business.

Privacy concerns could damage our reputation and deter current and potential clients from usingour products and services or attending our events. Concerns relating to global data privacy have thepotential to damage our reputation and deter current and prospective clients from using ourproducts and services or attending our events. In the ordinary course of our business and inaccordance with applicable laws, we collect personal information (i) from our employees (ii) fromthe users of our products and services, including event attendees; and (iii) from prospective clients.We collect only basic personal information from our clients and prospects (name, email address, jobtitle) and do not as a rule collect sensitive personal information like the social security numbers usedin the U.S. While we may collect credit card numbers on a limited basis from some clients tofacilitate payment, we do not store such numbers.

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Even if unfounded, concerns about our practices with regard to the collection, use, disclosure, orsecurity of this personal information or other data privacy related matters, could damage ourreputation and adversely affect our operating results. In addition, because many of our products andservices are web-based, the amount of data we store on our servers (including personal information)has been increasing. Any systems failure or compromise of our security that results in the disclosureof our users’ personal data could seriously limit the consumption of our products and services andthe attendance at our events, as well as harm our reputation and brand and, therefore, our business.

In addition, while we have been a Safe Harbor certified company for a number of years, andwhile we have implemented a company-wide privacy compliance program, regulatory authoritiesaround the world continue to adopt new laws, regulations and penalties concerning data privacy.Most recently, the European Court of Justice invalidated the Safe Harbor framework between theU.S. and EU countries, which thousands of global companies, including Gartner, relied on for thelawful transfer of personal data from the EU to the U.S. and, as of the date of this report, anagreement regarding a new framework entitled the EU-U.S. Privacy Shield has been announced. Weare closely monitoring developments as the EU and U.S. work to address this issue. Until there isdefinitive guidance for U.S. companies impacted by this decision, Gartner will continue to maintainand rely upon our comprehensive global data privacy compliance program and robust processes tosafeguard our associates’ and clients’ personal data.

The interpretation and application of these laws in the U.S., the EU and elsewhere are oftenuncertain, inconsistent and ever changing. It is possible that these laws may be interpreted andapplied in a manner that is inconsistent with our data privacy practices. Complying with thesevarious laws, as well as the yet to be issued definitive guidance for U.S. companies concerning thetransmission of personal data between the EU and U.S., could cause us to incur substantial costs orrequire us to change our business practices in a manner adverse to our business.

Internet and critical internal computer system failures, cyber-attacks, or compromises of oursystems or security could damage our reputation and harm our business. A significant portion of ourbusiness is conducted over the Internet and we rely heavily on computer systems to conduct ouroperations. Individuals, groups, and state-sponsored organizations may take steps that pose threats toour operations, our computer systems, our employees, and our customers. They may develop anddeploy malicious software to gain access to our networks and attempt to steal confidentialinformation, launch distributed denial of service attacks, or attempt other coordinated disruptions.These threats are constantly evolving and becoming more sophisticated, thereby increasing thedifficulty of detecting and successfully defending against them. A cyber-attack, widespread Internetfailure or Internet access limitations, or disruption of our critical information technology systemsthrough denial of service, viruses, or other events could cause delays in initiating or completingsales, impede delivery of our products and services to our clients, disrupt other critical client-facingor business processes, or dislocate our critical internal functions. Such events could significantly harmour ability to conduct normal business operations and negatively impact our financial results.

We take steps to secure our management information systems, including our computer systems,intranet, proprietary websites, email and other telecommunications and data networks, and wecarefully scrutinize the security of outsourced website and service providers prior to retaining theirservices. However, the security measures implemented by us or by our outside service providers maynot be effective and our systems (and those of our outside service providers) may be vulnerable totheft, loss, damage and interruption from a number of potential sources and events, includingunauthorized access or security breaches, cyber-attacks, computer viruses, power loss, or otherdisruptive events. Our reputation, brand, financial condition and operating results could be adverselyaffected if, as a result of a significant cyber event or other technology-related catastrophe, ouroperations are disrupted or shutdown; our confidential, proprietary information is stolen or disclosed;we incur costs or are required to pay fines in connection with stolen customer, employee, or otherconfidential information; we are required to dedicate significant resources to system repairs orincrease cyber security protection; or we otherwise incur significant litigation or other costs as aresult of these occurrences.

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We may experience outages and disruptions of our online services if we fail to maintain anadequate operations infrastructure. Our increasing user traffic and complexity of our products andservices demand more computing power. We have spent and expect to continue to spend substantialamounts to maintain data centers and equipment, to upgrade our technology and networkinfrastructure to handle increased traffic on our websites, and to deliver our products and servicesthrough emerging channels, such as mobile applications. However, any inefficiencies or operationalfailures could diminish the quality of our products, services, and user experience, resulting in damageto our reputation and loss of current and potential users, subscribers, and advertisers, potentiallyharming our financial condition and operating results.

Our outstanding debt obligations could impact our financial condition or future operating results.We have a credit arrangement that provides for a five-year, $400.0 million term loan and a$1.1 billion revolving credit facility (the “2014 Credit Agreement”). In addition, the creditarrangement contains an expansion feature by which the term loan and revolving facility may beincreased, at our option and under certain conditions, by up to an additional $500.0 million in theaggregate. At December 31, 2015, we had a total of $820.0 million outstanding under the 2014Credit Agreement.

The affirmative, negative and financial covenants of the 2014 Credit Agreement could limit ourfuture financial flexibility. Additionally, a failure to comply with these covenants could result inacceleration of all amounts outstanding under the 2014 Credit Agreement, which would materiallyimpact our financial condition unless accommodations could be negotiated with our lenders. Noassurance can be given that we would be successful in doing so, or that any accommodations that wewere able to negotiate would be on terms as favorable as those presently contained in the creditarrangement. The associated debt service costs of this credit arrangement could impair our futureoperating results. The outstanding debt may limit the amount of cash or additional credit availableto us, which could restrain our ability to expand or enhance products and services, respond tocompetitive pressures or pursue future business opportunities requiring substantial investments ofadditional capital.

We may require additional cash resources which may not be available on favorable terms or atall. We believe that our existing cash balances, projected cash flow from operations, and theborrowing capacity we have under our revolving credit facility will be sufficient to fund our plans forthe next 12 months and the foreseeable future. However, we may require additional cash resourcesdue to changed business conditions, implementation of our strategy and stock repurchase program,to repay indebtedness or to pursue future business opportunities requiring substantial investments ofadditional capital, including acquisitions. If our existing financial resources are insufficient to satisfyour requirements, we may seek additional borrowings or issue debt. Prevailing credit and debtmarket conditions may negatively affect debt availability and cost, and, as a result, financing maynot be available in amounts or on terms acceptable to us, if at all. In addition, the incurrence ofadditional indebtedness would result in increased debt service obligations and could require us toagree to operating and financial covenants that would further restrict our operations.

If we are unable to enforce and protect our intellectual property rights our competitive positionmay be harmed. We rely on a combination of copyright, trademark, trade secret, patent,confidentiality, non-compete and other contractual provisions to protect our intellectual propertyrights. Despite our efforts to protect our intellectual property rights, unauthorized third parties mayobtain and use technology or other information that we regard as proprietary. Our intellectualproperty rights may not survive a legal challenge to their validity or provide significant protectionfor us. The laws of certain countries, particularly in emerging markets, do not protect ourproprietary rights to the same extent as the laws of the United States. Accordingly, we may not beable to protect our intellectual property against unauthorized third-party copying or use, which couldadversely affect our competitive position. Additionally, there can be no assurance that another partywill not assert that we have infringed its intellectual property rights.

Our employees are subject to non-compete agreements, non-solicitation agreements andassignment of invention agreements, to the extent permitted under applicable law. When the non-competition period expires, former employees may compete against us. If a former employee

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chooses to compete against us prior to the expiration of the non-competition period, we seek toenforce these non-compete provisions but there is no assurance that we will be successful in ourefforts.

We have grown, and may continue to grow, through acquisitions and strategic investments, whichcould involve substantial risks. We have made and may continue to make acquisitions of, orsignificant investments in, businesses that offer complementary products and services or otherwisesupport our growth objectives. The risks involved in each acquisition or investment include thepossibility of paying more than the value we derive from the acquisition, dilution of the interests ofour current stockholders should we issue stock in the acquisition, decreased working capital,increased indebtedness, the assumption of undisclosed liabilities and unknown and unforeseen risks,the ability to retain key personnel of the acquired company, the inability to integrate the business ofthe acquired company, the time to train the sales force to market and sell the products of theacquired business, the potential disruption of our ongoing business and the distraction ofmanagement from our day to day business. The realization of any of these risks could adverselyaffect our business. Additionally, we face competition in identifying acquisition targets andconsummating acquisitions.

We face risks related to litigation. We are, and in the future may be, subject to a variety of legalactions, such as employment, breach of contract, intellectual property-related, and business torts,including claims of unfair trade practices and misappropriation of trade secrets. Given the nature ofour business, we are also subject to defamation (including libel and slander), negligence, or otherclaims relating to the information we publish. Regardless of the merits and despite vigorous effortsto defend any such claim can affect our reputation, and responding to any such claim could be timeconsuming, result in costly litigation and require us to enter into settlements, royalty and licensingagreements which may not be offered or available on reasonable terms. If a claim is made against uswhich we cannot defend or resolve on reasonable terms, our business, brand, and financial resultscould be materially and adversely affected.

We face risks related to taxation. We are a global company with operations and clients in over90 countries. A substantial amount of our earnings is generated outside of the U.S. and taxed atrates significantly less than the U.S. statutory federal income tax rate. Our effective tax rate,financial position and results of operations could be adversely affected by earnings being higher thananticipated in jurisdictions with higher statutory tax rates and, conversely, lower than anticipated injurisdictions that have lower statutory tax rates, by changes in the valuation of our deferred taxassets and/or by changes in tax laws or accounting principles and their interpretation by relevantauthorities.

At the present time, the United States and other countries where we do business have eitherchanged or are actively considering changes in their tax, accounting and other related laws. In theUnited States, proposed and other tax law changes, particularly those directed at taxing unremittedand future foreign earnings, could increase our effective tax rate. In 2014, Ireland modified its taxresidency rules. While these changes are not effective until 2021 for many companies with Irishresident operations, including Gartner, the new rules could increase our effective tax rate at thatfuture date. Likewise, during 2015, the Organization for Economic Development and Cooperation(“OECD”) released final reports on various actions items associated with its initiative to preventBase Erosion and Profit Shifting (“BEPS”). The future enactment by various governments of theseand future OECD proposals could significantly increase our tax obligations in many countries wherewe do business. These actual, potential, and other changes, both individually and collectively, couldmaterially increase our effective tax rate and negatively impact our financial position, results ofoperations, and cash flows.

In addition, our tax filings for various years are subject to examination by domestic andinternational taxing authorities and, during the ordinary course of business, we are under audit byvarious tax authorities. Recent and future actions on the part of the OECD and variousgovernments will likely result in increased scrutiny of our tax filings. Although we believe that ourtax filings and related accruals are reasonable, the final resolution of tax audits may be materiallydifferent from what is reflected in our historical tax provisions and accruals and could have a

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material adverse effect on our effective tax rate, financial position, results of operations, and cashflows, particularly in major taxing jurisdictions including, but not limited to: the United States,Ireland, India, Canada, United Kingdom, Japan, and France.

Our corporate compliance program cannot guarantee that we are in compliance with allapplicable laws and regulations. We operate in a number of countries, including emerging markets,and as a result we are required to comply with numerous, and in many cases, changing internationaland U.S. federal, state and local laws and regulations. As a result, we have developed and instituteda corporate compliance program which includes the creation of appropriate policies definingemployee behavior that mandate adherence to laws, employee training, annual affirmations,monitoring and enforcement. However, if any employee fails to comply with, or intentionallydisregards, any of these laws, regulations or our policies, a range of liabilities could result for theemployee and for the Company, including, but not limited to, significant penalties and fines,sanctions and/or litigation, and the expenses associated with defending and resolving any of theforegoing, any of which could have a negative impact on our reputation and business.

Risks related to our Common Stock

Our operating results may fluctuate from period to period and/or the financial guidance we havegiven may not meet the expectations of investors, which may cause the price of our Common Stock todecline. Our quarterly and annual operating results may fluctuate in the future as a result of manyfactors, including the timing of the execution of research contracts, the extent of completion ofconsulting engagements, the timing of symposia and other events, the amount of new businessgenerated, the mix of domestic and international business, currency fluctuations, changes in marketdemand for our products and services, the timing of the development, introduction and marketing ofnew products and services, competition in our industry, and the impact of our acquisitions. Aninability to generate sufficient earnings and cash flow, and achieve our forecasts, may impact ouroperating and other activities. The potential fluctuations in our operating results could cause period-to-period comparisons of operating results not to be meaningful and may provide an unreliableindication of future operating results. Furthermore, our operating results may not meet theexpectations of investors or the financial guidance we have previously provided. If this occurs, theprice of our Common Stock could decline.

Our stock price may be impacted by factors outside of our control and you may not be able toresell shares of our Common Stock at or above the price you paid. The price of our Common Stockis subject to significant fluctuations in response to, among other factors, developments in theindustries in which we do business, general economic conditions, general market conditions, geo-political events, changes in the nature and composition of our stockholder base, changes in securitiesanalysts’ recommendations regarding our securities and our performance relative to securitiesanalysts’ expectations for any quarterly period, as well as other factors outside of our controlincluding any and all factors that move the securities markets generally. These factors may adverselyaffect the market price of our Common Stock.

Future sales of our Common Stock in the public market could lower our stock price. Sales of asubstantial number of shares of Common Stock in the public market by our current stockholders, orthe threat that substantial sales may occur, could cause the market price of our Common Stock todecrease significantly or make it difficult for us to raise additional capital by selling stock.Furthermore, we have various equity incentive plans that provide for awards in the form of stockoptions, stock appreciation rights, restricted stock, restricted stock units and other stock-basedawards which have the effect of adding shares of Common Stock into the public market. At thepresent time, we are executing against a board-approved share repurchase program to reduce thenumber of outstanding shares of our Common Stock. At December 31, 2015, approximately$1.1 billion remained available for share purchases under this program. No assurance can be giventhat we will continue these activities in the future when the program is completed, or in the eventthat the price of our Common Stock reaches levels at which repurchases are not accretive.

Future sales of our Common Stock from grants and awards could lower our stock price. As ofDecember 31, 2015, the aggregate number of shares of our Common Stock issuable pursuant to

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outstanding grants and awards under our equity incentive plans was approximately 2.7 million shares(approximately 0.5 million of which have vested). In addition, at the present time, approximately7.0 million shares may be issued in connection with future awards under our equity incentive plans.Shares of Common Stock issued under these plans are freely transferable and have been registeredunder the Securities Act of 1933, as amended (the “Securities Act”), except for any shares held byaffiliates (as that term is defined in Rule 144 under the Securities Act) which are subject to certainlimitations. We cannot predict the size of future issuances of our Common Stock or the effect, ifany, that future issuances and sales of shares of our Common Stock will have on the market price ofour Common Stock.

Interests of certain of our significant stockholders may conflict with yours. To our knowledge, asof the date hereof, and based upon publicly-available SEC filings, four institutional investors eachpresently hold over 5% of our Common Stock. While no stockholder or institutional investorindividually holds a majority of our outstanding shares, these significant stockholders may be able,either individually or acting together, to exercise significant influence over matters requiringstockholder approval, including the election of directors, amendment of our certificate ofincorporation, adoption or amendment of equity plans and approval of significant transactions suchas mergers, acquisitions, consolidations and sales or purchases of assets. In addition, in the event ofa proposed acquisition of the Company by a third party, this concentration of ownership may delayor prevent a change of control in us. Accordingly, the interests of these stockholders may not alwayscoincide with our interests or the interests of other stockholders, or otherwise be in the bestinterests of us or all stockholders.

Our anti-takeover protections may discourage or prevent a change of control, even if a change incontrol would be beneficial to our stockholders. Provisions of our restated certificate of incorporationand bylaws and Delaware law may make it difficult for any party to acquire control of us in atransaction not approved by our Board of Directors. These provisions include:

• the ability of our Board of Directors to issue and determine the terms of preferred stock;

• advance notice requirements for inclusion of stockholder proposals at stockholder meetings;and

• the anti-takeover provisions of Delaware law.

These provisions could discourage or prevent a change of control or change in management thatmight provide stockholders with a premium to the market price of their Common Stock.

ITEM 1B. UNRESOLVED STAFF COMMENTS.

The Company has no unresolved written comments that were received from the SEC staff180 days or more before the end of our fiscal year relating to our periodic or current reports underthe Exchange Act.

ITEM 2. PROPERTIES.

We currently lease 35 domestic and 60 international offices. We have a significant presence inStamford, Connecticut; Ft. Myers, Florida; and Egham, the United Kingdom. The Company does notown any properties.

Our corporate headquarters are located in 213,000 square feet of leased office space in threebuildings located on the same campus in Stamford. The Company’s lease on the Stamford facilityexpires in 2027 and contains three five-year renewal options at fair value. In Ft. Myers, we lease258,000 square feet of space in two buildings located on the same campus, and we also recentlyleased an additional 21,601 square feet of space in a separate but nearby building that houses a stafftraining facility. All three of our Ft. Myers leases expire in 2030. In Egham we lease approximately67,800 square feet of office space, and 45,000 square feet of temporary space, and we have anagreement to occupy under lease a new 120,000 square foot adjacent building, which is presentlyunder construction. Occupancy is expected in mid-2017. Our other domestic and international

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locations support our research, consulting, domestic and international sales efforts, and otherfunctions.

Our existing and planned facility expansions are adequate for our currently anticipated needs.However, we expect to continue to invest in our business by adding headcount. As a result, we mayneed additional office space in various locations. Should additional space be necessary, we believethat it will be available and at reasonable terms.

ITEM 3. LEGAL PROCEEDINGS.

We are involved in various legal and administrative proceedings and litigation arising in theordinary course of business. The outcome of these individual matters is not predictable at this time.However, we believe that the ultimate resolution of these matters, after considering amounts alreadyaccrued and insurance coverage, will not have a material adverse effect on our financial position,results of operations, or cash flows in future periods.

ITEM 4. MINE SAFETY DISCLOSURES.

Not applicable.

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PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDERMATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

Our Common Stock is listed on the New York Stock Exchange under the symbol IT. As ofJanuary 31, 2016, there were 1,429 holders of record of our Common Stock. Our 2016 AnnualMeeting of Stockholders will be held on May 26, 2016 at the Company’s corporate headquarters inStamford, Connecticut. We did not submit any matter to a vote of our stockholders during thefourth quarter of 2015.

The following table sets forth the high and low sale prices for our Common Stock as reportedon the New York Stock Exchange for the periods indicated:

High Low High Low

2015 2014

Quarter ended March 31 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $86.28 $74.39 $73.53 $61.28Quarter ended June 30 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 89.10 82.35 75.61 65.55Quarter ended September 30 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92.46 79.93 76.82 67.83Quarter ended December 31 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $94.82 $81.52 $87.58 $71.22

DIVIDEND POLICY

We currently do not pay cash dividends on our Common Stock. In addition, our 2014 CreditAgreement contains a negative covenant which may limit our ability to pay dividends.

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

The equity compensation plan information set forth in Part III, Item 12 of this Form 10-K ishereby incorporated by reference into this Part II, Item 5.

SHARE REPURCHASES

The Company has a $1.2 billion board authorization to repurchase the Company’s commonstock. The Company may repurchase its common stock from time-to-time in amounts and at pricesthe Company deems appropriate, subject to the availability of stock, prevailing market conditions,the trading price of the stock, the Company’s financial performance and other conditions.Repurchases may be made through open market purchases, private transactions or other transactionsand will be funded from cash on hand and borrowings under the Company’s 2014 Credit Agreement.Repurchases may also be made from time-to-time in connection with the settlement of theCompany’s share-based compensation awards.

The following table summarizes the repurchases of our outstanding Common Stock in the threemonths ended December 31, 2015 pursuant to our $1.2 billion share repurchase authorization andpursuant to the settlement of share-based compensation awards:

Period

TotalNumber of

SharesPurchased

(#)

Average PricePaid PerShare($)

Maximum ApproximateDollar Value of Shares that

May Yet Be Purchased Underthe Plans or Programs

(in billions)

October . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 167,134 $83.62November. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30,258 88.35December. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 450,097 90.11

Total(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 647,489 $88.35 $1.1

(1) For the year ended December 31, 2015, the Company repurchased a total of 6.2 million shares.

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ITEM 6. SELECTED FINANCIAL DATA

The fiscal years presented below are for the respective twelve-month period from January 1through December 31. Data for all years was derived or compiled from our audited consolidatedfinancial statements included herein or from submissions of our Form 10-K in prior years. Theselected consolidated financial data should be read in conjunction with our consolidated financialstatements and related notes contained in this Annual Report on Form 10-K.

2015 2014 2013 2012 2011

(In thousands, except per share data)

STATEMENT OF OPERATIONS DATA:Revenues:Research. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,583,486 $1,445,338 $1,271,011 $1,137,147 $1,012,062Consulting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 327,735 348,396 314,257 304,893 308,047Events . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 251,835 227,707 198,945 173,768 148,479

Total revenues. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,163,056 2,021,441 1,784,213 1,615,808 1,468,588Operating income. . . . . . . . . . . . . . . . . . . . . . . . . . . . 287,997 286,162 275,492 245,707 214,062Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 175,635 $ 183,766 $ 182,801 $ 165,903 $ 136,902

PER SHARE DATA:Basic income per share . . . . . . . . . . . . . . . . . . . . . . $ 2.09 $ 2.06 $ 1.97 $ 1.78 $ 1.43

Diluted income per share. . . . . . . . . . . . . . . . . . . . $ 2.06 $ 2.03 $ 1.93 $ 1.73 $ 1.39

Weighted average shares outstanding:Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 83,852 89,337 93,015 93,444 96,019

Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 85,056 90,719 94,830 95,842 98,846

OTHER DATA:Cash and cash equivalents . . . . . . . . . . . . . . . . . . . $ 372,976 $ 365,302 $ 423,990 $ 299,852 $ 142,739Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,174,686 1,904,351 1,783,582 1,621,277 1,379,872Long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 790,000 385,000 136,250 115,000 150,000Stockholders’ (deficit) equity . . . . . . . . . . . . . . . . (132,400) 161,171 361,316 306,673 181,784Cash provided by operating activities . . . . . . . . $ 345,561 $ 346,779 $ 315,654 $ 279,814 $ 255,566

The following items impact the comparability and presentation of our consolidated data:

• In 2015 we repurchased 6.2 million of our common shares. We also repurchased 5.9 million,3.4 million, 2.7 million, and 5.9 million of our common shares in 2014, 2013, 2012, and 2011,respectively (see Note 7—Stockholders’ (Deficit) Equity in the Notes to the ConsolidatedFinancial Statements). The Company used $509.0 million, $432.0 million, $181.7 million,$111.3 million, and $212.0 million in cash for share repurchases in 2015, 2014, 2013, 2012, and2011, respectively.

• In 2015 and 2014 we acquired other businesses and recognized $26.2 million and $21.9 million,respectively, in pre-tax acquisition and integration charges (see Note 2—Acquisitions in theNotes to the Consolidated Financial Statements). The operating results of these businesses,which were not material, were included in our consolidated financial results beginning on theirrespective acquisition dates. The Company used $196.2 million and $124.3 million in cash foracquisitions in 2015 and 2014, respectively.

• In 2014 we refinanced our debt (see Note 5—Debt in the Notes to the Consolidated FinancialStatements).

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONAND RESULTS OF OPERATIONS.

The purpose of the following Management’s Discussion and Analysis (“MD&A”) is to helpfacilitate the understanding of significant factors influencing the operating results, financial conditionand cash flows of Gartner, Inc. Additionally, the MD&A also conveys our expectations of thepotential impact of known trends, events or uncertainties that may impact future results. You shouldread this discussion in conjunction with our consolidated financial statements and related notesincluded in this report. Historical results and percentage relationships are not necessarily indicativeof operating results for future periods. References to “the Company,” “we,” “our,” and “us” are toGartner, Inc. and its consolidated subsidiaries.

We acquired other companies in 2015 which is described in Note 2—Acquisitions in the Notesto the Condensed Consolidated Financial Statements included in this Annual Report on Form 10-K.The operating results of these acquired businesses have been included in our consolidated andsegment operating results beginning on their respective dates of acquisition and these results werenot material to our consolidated or segment results for 2015.

FORWARD-LOOKING STATEMENTS

In addition to historical information, this Annual Report on Form 10-K contains certainforward-looking statements within the meaning of Section 27A of the Securities Act of 1933, asamended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-lookingstatements are any statements other than statements of historical fact, including statements regardingour expectations, beliefs, hopes, intentions or strategies regarding the future. In some cases, forward-looking statements can be identified by the use of words such as “may,” “will,” “expect,” “should,”“could,” “believe,” “plan,” “anticipate,” “estimate,” “predict,” “potential,” “continue,” or otherwords of similar meaning.

Forward-looking statements are subject to risks and uncertainties that could cause actual resultsto differ materially from those discussed in, or implied by, the forward-looking statements. Factorsthat might cause such a difference include, but are not limited to, those discussed in Part 1,Item 1A, Risk Factors. Readers should not place undue reliance on these forward-lookingstatements, which reflect management’s opinion only as of the date on which they were made.Except as required by law, we disclaim any obligation to review or update these forward-lookingstatements to reflect events or circumstances as they occur. Readers should review carefully any riskfactors described in other reports we filed with the SEC.

BUSINESS OVERVIEW

Gartner, Inc. is the world’s leading information technology research and advisory company thathelps executives use technology to build, guide and grow their enterprises. We offer independentand objective research and analysis on the information technology, computer hardware, software,communications and related technology industries. We provide comprehensive coverage of the ITindustry to thousands of client organizations across the globe. Our client base consists of CIOs,other senior IT personnel, executives, and others from a wide variety of business enterprises,government agencies and the investment community. Gartner is headquartered in Stamford,Connecticut, U.S.A., and as of December 31, 2015, we had 7,834 associates, including 1,731 researchanalysts and consultants, and clients in over 90 countries.

We have three business segments: Research, Consulting and Events.

• Research provides objective insight on critical and timely technology and supply chaininitiatives for CIOs, other IT professionals, supply chain leaders, digital marketingprofessionals, technology companies and the institutional investment community throughreports, briefings, proprietary tools, access to our analysts, peer networking services andmembership programs that enable our clients to make better decisions about their IT, supplychain and digital marketing investments.

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• Consulting provides customized solutions to unique client needs through on-site, day-to-daysupport, as well as proprietary tools for measuring and improving IT performance with a focuson cost, performance, efficiency, and quality.

• Events provides IT, supply chain, digital marketing and business professionals the opportunityto attend various symposia, conferences and exhibitions to learn, contribute and network withtheir peers. From our flagship Symposium/ITxpo series, to summits focused on specifictechnologies and industries, to experimental workshop-style seminars, our events distill thelatest Gartner research into applicable insight and advice.

BUSINESS MEASUREMENTS

We believe the following business measurements are important performance indicators for ourbusiness segments:

BUSINESS SEGMENT BUSINESS MEASUREMENTS

Research Contract value represents the value attributable to all of our subscription-related research products that recognize revenue on a ratable basis. Contractvalue is calculated as the annualized value of all subscription research contractsin effect at a specific point in time, without regard to the duration of thecontract.

Client retention rate represents a measure of client satisfaction and renewedbusiness relationships at a specific point in time. Client retention is calculatedon a percentage basis by dividing our current clients, who were also clients ayear ago, by all clients from a year ago. Client retention is calculated at anenterprise level, which represents a single company or customer.

Wallet retention rate represents a measure of the amount of contract value wehave retained with clients over a twelve-month period. Wallet retention iscalculated on a percentage basis by dividing the contract value of clients, whowere clients one year ago, by the total contract value from a year ago,excluding the impact of foreign currency exchange. When wallet retentionexceeds client retention, it is an indication of retention of higher-spendingclients, or increased spending by retained clients, or both. Wallet retention iscalculated at an enterprise level, which represents a single company orcustomer.

Consulting Consulting backlog represents future revenue to be derived from in-processconsulting, measurement and strategic advisory services engagements.

Utilization rate represents a measure of productivity of our consultants.Utilization rates are calculated for billable headcount on a percentage basis bydividing total hours billed by total hours available to bill.

Billing rate represents earned billable revenue divided by total billable hours.

Average annualized revenue per billable headcount represents a measure ofthe revenue generating ability of an average billable consultant and iscalculated periodically by multiplying the average billing rate per hour timesthe utilization percentage times the billable hours available for one year.

Events Number of events represents the total number of hosted events completedduring the period.

Number of attendees represents the total number of people who attend events.

EXECUTIVE SUMMARY OF OPERATIONS AND FINANCIAL POSITION

We have executed a consistent growth strategy since 2005 to drive double-digit annual revenueand earnings growth. The fundamentals of our strategy include a focus on creating extraordinary

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research content, delivering innovative and highly differentiated product offerings, building a strongsales capability, providing world class client service with a focus on client engagement and retention,and continuously improving our operational effectiveness.

We had total revenues of $2.163 billion in 2015, an increase of 7% over 2014 on a reportedbasis and 13% adjusted for the impact of foreign currency exchange. Diluted earnings per shareincreased to $2.06 per share in 2015 from $2.03 per share in 2014.

Research revenues rose 10% year-over-year, to $1.583 billion in 2015, and the contributionmargin was 69%, the same as 2014. At December 31, 2015, Research contract value was$1.761 billion, an increase of 10% over December 31, 2014 on a reported basis and 14% adjustedfor the impact of foreign currency exchange. Both client and wallet retention remained strong, at84% and 105%, respectively, at December 31, 2015.

Consulting revenues in 2015 decreased 6% when compared to 2014 but were flat when adjustedfor the foreign exchange impact. The gross contribution margin was 33% in 2015 compared to 34%in 2014. Consultant utilization declined by 2 points in 2015, to 66%. We had 606 billable consultantsat December 31, 2015 compared to 535 at year-end 2014. Backlog increased 15% year-over-year, to$117.7 million at December 31, 2015, which is the highest in the Company’s history.

Events revenues increased 11% year-over-year, to $251.8 million. Adjusted for the foreigncurrency impact, Events revenues increased 18%. The segment contribution margin was 52% in2015, a 3 point increase over 2014. We held 65 events in 2015 compared to 61 in 2014, while thenumber of attendees increased 7% year-over-year, to 52,595.

For a more detailed discussion of our results, see the Segment Results section below.

Cash flow from our operating activities was $345.6 million in 2015. We ended 2015 with$373.0 million in cash and cash equivalents while $656.0 million was available for borrowing underthe revolving credit line. We believe that we have adequate liquidity to meet our currentlyanticipated needs.

We continue to focus on maximizing shareholder value. During 2015 we repurchased 6.2 millionof our outstanding common shares, and we also acquired Nubera eBusiness S.L., based in Barcelona,Spain (“Nubera”), and Capterra, Inc., based in Arlington, Virginia (“Capterra”), both of which helporganizations find the right business software to meet their needs. Note 2—Acquisitions in the Notesto the Consolidated Financial Statements included in this Annual Report on Form 10-K providesadditional information regarding these acquisitions.

FLUCTUATIONS IN QUARTERLY RESULTS

Our quarterly and annual revenue, operating income, and cash flow fluctuate as a result ofmany factors, including: the timing of our Symposium/ITxpo series, which are normally held duringthe fourth calendar quarter, as well as other events; the timing and amount of new businessgenerated; the mix between domestic and international business; changes in market demand for ourproducts and services; changes in foreign currency rates; the timing of the development, introductionand marketing of our new products and services; competition in the industry; acquisitions; generaleconomic conditions; and other factors which are beyond our control. The potential fluctuations inour operating income could cause period-to-period comparisons of operating results not to bemeaningful and could provide an unreliable indication of future operating results and cash flows.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The preparation of financial statements requires the application of appropriate accountingpolicies and the use of estimates. Our significant accounting policies are described in Note 1 in theNotes to the Consolidated Financial Statements included in this Form 10-K. Management considersthe policies discussed below to be critical to an understanding of our financial statements becausetheir application requires complex and subjective management judgments and estimates. Specificrisks for these critical accounting policies are described below.

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The preparation of our financial statements requires us to make estimates and assumptionsabout future events. We develop our estimates using both current and historical experience, as wellas other factors, including the general economic environment and actions we may take in the future.We adjust such estimates when facts and circumstances dictate. However, our estimates may involvesignificant uncertainties and judgments and cannot be determined with precision. In addition, theseestimates are based on our best judgment at a point in time and as such these estimates mayultimately differ materially from actual results. On-going changes in our estimates could be materialand would be reflected in the Company’s consolidated financial statements in future periods.

Our critical accounting policies are as follows:

Revenue recognition—Revenue is recognized in accordance with the requirements of U.S.GAAP as well as SEC Staff Accounting Bulletin No. 104, Revenue Recognition (“SAB 104”).Revenue is only recognized once all required criteria for revenue recognition have been met.Revenue by significant source is accounted for as follows:

• Research revenues are mainly derived from subscription contracts for research products. Therelated revenues are deferred and recognized ratably over the applicable contract term. Feesderived from assisting organizations in selecting the right business software for their needs isrecognized when the leads are provided to vendors.

• Consulting revenues are principally generated from fixed fee and time and materialengagements. Revenues from fixed fee contracts are recognized on a proportionalperformance basis. Revenues from time and materials engagements are recognized as work isdelivered and/or services are provided. Revenues related to contract optimization contracts arecontingent in nature and are only recognized upon satisfaction of all conditions related totheir payment.

• Events revenues are deferred and then recognized upon the completion of the relatedsymposium, conference or exhibition.

The majority of research contracts are billable upon signing, absent special terms granted on alimited basis from time to time. All research contracts are non-cancelable and non-refundable,except for government contracts that may have cancellation or fiscal funding clauses. It is our policyto record the entire amount of the contract that is billable as a fee receivable at the time thecontract is signed with a corresponding amount as deferred revenue, since the contract represents alegally enforceable claim.

Uncollectible fees receivable—We maintain an allowance for losses which is composed of a baddebt allowance and a sales reserve. Provisions are charged against earnings, either as a reduction inrevenues or an increase to expense. The determination of the allowance for losses is based onhistorical loss experience, an assessment of current economic conditions, the aging of outstandingreceivables, the financial health of specific clients, and probable losses. This evaluation is inherentlyjudgmental and requires estimates. These valuation reserves are periodically re-evaluated andadjusted as more information about the ultimate collectability of fees receivable becomes available.Circumstances that could cause our valuation reserves to increase include changes in our clients’liquidity and credit quality, other factors negatively impacting our clients’ ability to pay theirobligations as they come due, and the effectiveness of our collection efforts.

The following table provides our total fees receivable and the related allowance for losses (inthousands):

2015 2014

December 31,

Total fees receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $587,663 $558,807Allowance for losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (6,900) (6,700)

Fees receivable, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $580,763 $552,107

Goodwill and other intangible assets—The Company evaluates recorded goodwill in accordancewith Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) TopicNo. 350, which requires goodwill to be assessed for impairment at least annually and whenever

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events or changes in circumstances indicate that the carrying value may not be recoverable. Inaddition, an impairment evaluation of our amortizable intangible assets may also be performed ifevents or circumstances indicate potential impairment. Among the factors that could trigger animpairment review are our current operating results relative to our annual plan or historicalperformance; changes in our strategic plan or use of our assets; restructuring charges or otherchanges in our business segments; competitive pressures and changes in the general economy or inthe markets in which we operate; a significant decline in our stock price and our marketcapitalization relative to our net book value.

ASC Topic No. 350 requires an annual assessment of the recoverability of recorded goodwill,which can be either quantitative or qualitative in nature, or a combination of the two. Both methodsrequire the use of estimates which in turn contain judgments and assumptions regarding futuretrends and events. As a result, both the precision and reliability of the resulting estimates are subjectto uncertainty. If our annual goodwill impairment evaluation determines that the fair value of areporting unit is less than its related carrying amount, we may recognize an impairment chargeagainst earnings. Among the factors we consider in a qualitative assessment are general economicconditions and the competitive environment; actual and projected reporting unit financialperformance; forward-looking business measurements; and external market assessments. Aquantitative analysis requires management to consider all of the factors relevant to a qualitativeassessment, as well as the utilization of detailed financial projections, to include the rate of revenuegrowth, profitability, and cash flows, as well as assumptions regarding discount rates, the Company’sweighted-average cost of capital, and other data, in order to determine a fair value for our reportingunits.

We conducted a quantitative assessment of the fair value of all of the Company’s reportingunits during the third quarter of 2015. The results of this test determined that the fair values of theCompany’s reporting units continue to exceed their respective carrying values. See Note 1—Businessand Significant Accounting Policies in the Notes to the Consolidated Financial Statements foradditional information regarding goodwill and amortizable intangible assets.

Accounting for income taxes—The Company uses the asset and liability method of accountingfor income taxes. We estimate our income taxes in each of the jurisdictions where we operate. Thisprocess involves estimating our current tax expense together with assessing temporary differencesresulting from differing treatment of items for tax and accounting purposes. These differences resultin deferred tax assets and liabilities, which are included within our consolidated balance sheets. Inassessing the realizability of deferred tax assets, management considers if it is more likely than notthat some or all of the deferred tax assets will not be realized. We consider the availability of losscarryforwards, projected reversal of deferred tax liabilities, projected future taxable income, andongoing prudent and feasible tax planning strategies in making this assessment. The Companyrecognizes the tax benefit from an uncertain tax position only if it is more likely than not the taxposition will be sustained based on the technical merits of the position.

Accounting for stock-based compensation—The Company accounts for stock-basedcompensation in accordance with FASB ASC Topic No. 505 and 718 and SEC Staff AccountingBulletins No. 107 (“SAB No. 107”) and No. 110 (“SAB No. 110”). The Company recognizes stock-based compensation expense, which is based on the fair value of the award on the date of grant,over the related service period, net of estimated forfeitures (see Note 8—Stock-Based Compensationin the Notes to the Consolidated Financial Statements for additional information).

Determining the appropriate fair value model and calculating the fair value of stockcompensation awards requires the input of certain complex and subjective assumptions, including theexpected life of the stock compensation award and the Company’s Common Stock price volatility. Inaddition, determining the appropriate amount of associated periodic expense requires management toestimate the rate of employee forfeitures and the likelihood of achievement of certain performancetargets. The assumptions used in calculating the fair value of stock compensation awards and theassociated periodic expense represent management’s best estimates, but these estimates involveinherent uncertainties and the application of judgment. As a result, if factors change and theCompany deems it necessary in the future to modify the assumptions it made or to use different

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assumptions, or if the quantity and nature of the Company’s stock-based compensation awardschanges, then the amount of expense may need to be adjusted and future stock compensationexpense could be materially different from what has been recorded in the current period.

Restructuring and other accruals—We may record accruals for severance costs, costs associatedwith excess facilities that we have leased, contract terminations, asset impairments, and other costsas a result of on-going actions we undertake to streamline our organization, reposition certainbusinesses and reduce ongoing costs. Estimates of costs to be incurred to complete these actions,such as future lease payments, sublease income, the fair value of assets, and severance and relatedbenefits, are based on assumptions at the time the actions are initiated. These accruals may need tobe adjusted to the extent actual costs differ from such estimates. In addition, these actions may berevised due to changes in business conditions that we did not foresee at the time such plans wereapproved. We also record accruals during the year for our various employee cash incentiveprograms. Amounts accrued at the end of each reporting period are based on our estimates and mayrequire adjustment as the ultimate amount paid for these incentives are sometimes not known withcertainty until the end of our fiscal year.

RESULTS OF OPERATIONS

Consolidated Results

2015 VERSUS 2014

The following table presents the changes in selected line items in our Consolidated Statementsof Operations for the two years ended December 31, 2015 (in thousands):

Twelve MonthsEnded

December 31,2015

Twelve MonthsEnded

December 31,2014

IncomeIncrease

(Decrease)$

Increase(Decrease)

%

Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,163,056 $2,021,441 $141,615 7%Costs and expenses:Cost of services & product development . . . . . . . . . 839,076 797,933 (41,143) (5)Selling, general and administrative . . . . . . . . . . . . . . . 962,677 876,067 (86,610) (10)Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33,789 31,186 (2,603) (8)Amortization of intangibles . . . . . . . . . . . . . . . . . . . . . . 13,342 8,226 (5,116) (62)Acquisition & integration charges . . . . . . . . . . . . . . . . 26,175 21,867 (4,308) (20)

Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 287,997 286,162 1,835 1Interest expense, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (20,782) (10,887) (9,895) (91)Other income (expense), net . . . . . . . . . . . . . . . . . . . . . 4,996 (592) 5,588 >100Provision for income taxes . . . . . . . . . . . . . . . . . . . . . . . (96,576) (90,917) (5,659) (6)

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 175,635 $ 183,766 $ (8,131) (4)%

TOTAL REVENUES for the twelve months ended December 31, 2015 increased $141.6 million,or 7%, compared to the twelve months ended December 31, 2014. Revenues increased by double-digits in our Research and Events businesses but declined 6% in Consulting. Excluding theunfavorable impact of foreign currency, total revenues increased 13% in 2015 compared to 2014.

The following table presents total revenues by geographic region for the twelve months ended(in thousands):

Geographic RegionDecember 31,

2015December 31,

2014

Increase(Decrease)

$

Increase(Decrease)

%

U.S. and Canada . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,347,676 $1,204,476 $143,200 12%Europe, Middle East, Africa. . . . . . . . . . . . . . . . . . . . . . . . 557,165 570,334 (13,169) (2)Other International . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 258,215 246,631 11,584 5

Totals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,163,056 $2,021,441 $141,615 7%

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The following table presents our revenues by segment for the twelve months ended (inthousands):

SegmentDecember 31,

2015December 31,

2014

Increase(Decrease)

$

Increase(Decrease)

%

Research. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,583,486 $1,445,338 $138,148 10%Consulting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 327,735 348,396 (20,661) (6)Events . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 251,835 227,707 24,128 11

Totals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,163,056 $2,021,441 $141,615 7%

Please refer to the section of this MD&A below entitled “Segment Results” for a furtherdiscussion of revenues and results by segment.

COST OF SERVICES AND PRODUCT DEVELOPMENT (“COS”) expense increased$41.1 million, or 5%, in 2015 compared to 2014, to $839.1 million compared to $797.9 million in2014. Foreign exchange had a favorable impact on COS expense during 2015, and adjusted for thisimpact, COS expense increased 11% in 2015 when compared to 2014. The year-over-year increase inCOS expense was due to $56.0 million in higher payroll and related benefits costs from additionalheadcount and merit salary increases, and $31.0 million in higher charges in 2015 for events costs,travel, and other corporate expenses. Partially offsetting these increased expenses was approximately$46.0 million in favorable foreign exchange impact. The additional headcount was primarily in ourResearch business which includes the additional employees resulting from our 2015 acquisitions, andto a lesser extent, an increase in headcount in our Consulting business. COS as a percentage ofrevenues was 39% in both the 2015 and 2014 periods.

SELLING, GENERAL AND ADMINISTRATIVE (“SG&A”) expense increased by$86.6 million in 2015, or 10%, to $962.7 million compared to $876.1 million in 2014. Excluding thefavorable impact of foreign currency exchange, SG&A expense increased 16% year-over-year. Theincrease was primarily due to $111.0 million in higher payroll and related benefits costs fromadditional headcount, higher sales commissions, and merit salary increases, and we also had$27.0 million in additional travel and training, recruiting, and other costs. Partially offsetting theseadditional charges was approximately $51.0 million in favorable foreign exchange impact. SG&Aheadcount increased 17% overall, with the majority of the increase in additional quota-bearing salesassociates and related support staff. Quota-bearing sales associates increased 15% year-over-year, to2,171 at December 31, 2015 from 1,881 at year-end 2014.

DEPRECIATION expense increased 8% in 2015 compared to 2014, which reflects ouradditional investment in fixed assets.

AMORTIZATION OF INTANGIBLES increased to $13.3 million in 2015 from $8.2 million2014, an increase of 62% year-over-year due to the additional intangibles resulting from ouracquisitions.

ACQUISITION AND INTEGRATION CHARGES was $26.2 million in 2015 compared to$21.9 million in 2014. These charges are directly-related to our acquisitions and primarily includeamounts accrued for payments contingent on the achievement of certain employment conditions,legal, consulting, and severance costs.

OPERATING INCOME increased 1% in 2015 compared to 2014, to $288.0 million in 2015from $286.2 million in 2014. Operating income as a percentage of revenues was 13% in 2015 and14% in 2014, with the decrease primarily driven by higher year-over-year SG&A costs, and to alesser extent a lower gross contribution in the Consulting business and additional charges fromacquisitions.

INTEREST EXPENSE, NET increased 91% year-over-year due to additional borrowings in the2015 period.

OTHER INCOME (EXPENSE), NET was $5.0 million in 2015 which includes a $6.8 milliongain from the sale of certain state tax credits partially offset by net losses resulting from foreign

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currency exchange transactions. The $0.6 million expense in 2014 was due to net foreign currencytransaction gains and losses.

PROVISION FOR INCOME TAXES was $96.6 million in 2015 compared to $90.9 million in2014 and the effective tax rate was 35.5% for 2015 compared to 33.1% for 2014. The highereffective tax rate in 2015 was primarily due to decreases in foreign tax credit benefits, increases innon-deductible expenses relating to acquisitions, and increases in valuation allowances on foreign netoperating losses.

NET INCOME was $175.6 million in 2015 and $183.8 million in 2014, a decrease of 4%.Diluted earnings per share increased 1% year-over-year, to $2.06 in 2015 compared to $2.03 in 2014,due to a 6% decrease in the number of weighted-average shares in the 2015 period.

2014 VERSUS 2013

The following table presents the changes in selected line items in our Consolidated Statementsof Operations for the two years ended December 31, 2014 (in thousands):

Twelve MonthsEnded

December 31,2014

Twelve MonthsEnded

December 31,2013

IncomeIncrease

(Decrease)$

Increase(Decrease)

%

Total revenues. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,021,441 $1,784,213 $ 237,228 13%Costs and expenses:Cost of services & product development . . . . . . . . 797,933 713,484 (84,449) (12)Selling, general and administrative. . . . . . . . . . . . . . . 876,067 760,458 (115,609) (15)Depreciation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31,186 28,996 (2,190) (8)Amortization of intangibles. . . . . . . . . . . . . . . . . . . . . . 8,226 5,446 (2,780) (51)Acquisition & integration charges . . . . . . . . . . . . . . . 21,867 337 (21,530) >(100)

Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 286,162 275,492 10,670 4Interest expense, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . (10,887) (8,837) (2,050) (23)Other expense, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (592) (216) (376) >(100)Provision for income taxes . . . . . . . . . . . . . . . . . . . . . . (90,917) (83,638) (7,279) (9)

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 183,766 $ 182,801 $ 965 1%

TOTAL REVENUES for the twelve months ended December 31, 2014 increased $237.2 million,or 13%, compared to the twelve months ended December 31, 2013. Total revenues increased 14%excluding the unfavorable impact of foreign currency. Revenues increased in all three of ourbusiness segments and across all geographic regions.

The following table presents total revenues by geographic region for the twelve months ended(in thousands):

Geographic RegionDecember 31,

2014December 31,

2013

Increase(Decrease)

$

Increase(Decrease)

%

U.S. and Canada . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,204,476 $1,049,734 $154,742 15%Europe, Middle East, Africa. . . . . . . . . . . . . . . . . . . . . . . . 570,334 508,755 61,579 12Other International . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 246,631 225,724 20,907 9

Totals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,021,441 $1,784,213 $237,228 13%

The following table presents our revenues by segment for the twelve months ended (in thousands):

SegmentDecember 31,

2014December 31,

2013

Increase(Decrease)

$

Increase(Decrease)

%

Research. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,445,338 $1,271,011 $174,327 14%Consulting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 348,396 $ 314,257 34,139 11Events . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 227,707 $ 198,945 28,762 14

Totals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,021,441 $1,784,213 $237,228 13%

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COST OF SERVICES AND PRODUCT DEVELOPMENT (“COS”) expense increased 12%in 2014 compared to 2013, or $84.4 million, to $797.9 million compared to $713.5 million in 2013.The impact of foreign currency exchange for the full year was not significant. The increase wasprimarily due to higher payroll and related benefits costs from additional headcount, which increased12%. The headcount increase reflects our continued investment in our Research business andincludes the additional employees resulting from the 2014 Acquisitions. COS as a percentage ofrevenues was 39% in the 2014 period compared to 40% in the 2013 period.

SELLING, GENERAL AND ADMINISTRATIVE (“SG&A”) expense increased by$115.6 million in 2014, or 15%, to $876.1 million compared to $760.5 million in 2013. Excluding thefavorable impact of foreign currency exchange, SG&A expense increased 16% year-over-year. Theincrease was primarily due to higher payroll and related benefits costs from additional headcount,higher sales commissions, and merit salary increases. The increased headcount includes ourinvestment in additional quota-bearing sales associates, which increased to 1,881 at December 31,2014, a 14% increase over year-end 2013.

DEPRECIATION expense increased 8% in 2014 compared to 2013, which reflects ouradditional investment in fixed assets.

AMORTIZATION OF INTANGIBLES increased 51% year-over-year due to the intangiblesarising from the 2014 Acquisitions.

ACQUISITION AND INTEGRATION CHARGES was $21.9 million in 2014 compared to$0.3 million in 2013. These charges are directly-related to our acquisitions and primarily includeamounts accrued for payments contingent on the achievement of certain employment conditions,legal, consulting, and severance costs.

OPERATING INCOME increased $10.7 million year-over-year, or 4%, to $286.2 million in2014 from $275.5 million in 2013. The increased operating income was attributable to higher segmentcontributions from our Research and Events businesses. Operating income as a percentage ofrevenues was 14% in 2014 and 15% in 2013.

INTEREST EXPENSE, NET increased 23% year-over-year due to additional borrowings in the2014 period.

OTHER EXPENSE, NET was $0.6 million in 2014 and $0.2 million in 2013. These expensesprimarily consisted of net foreign currency exchange gains and losses.

PROVISION FOR INCOME TAXES was $90.9 million in 2014 compared to $83.6 million in2013 and the effective tax rate was 33.1% for 2014 compared to 31.4% for 2013. The highereffective tax rate in 2014 was primarily due to the impact of certain favorable items in 2013, as wellas the unfavorable mix of pretax income by jurisdiction in 2014 which was partially offset by foreigntax credit benefits in 2014. The favorable items in 2013 included the enactment of certain beneficiallegislation in 2013, the release of tax reserves due to audit settlements, and increased tax exemptincome. During 2014, the Internal Revenue Service closed its audit of the Company’s 2011 and 2010federal income tax returns. The resolution of the audit did not have a material adverse effect on theCompany’s consolidated financial position, cash flows, or results of operations.

NET INCOME was $183.8 million in 2014 and $182.8 million in 2013, an increase of 1%, as theincreased operating income in 2014 was substantially offset by additional income tax charges. Dilutedearnings per share increased 5% year-over-year, to $2.03 in 2014, primarily due to a lower numberof weighted-average shares outstanding.

SEGMENT RESULTS

We evaluate reportable segment performance and allocate resources based on gross contributionmargin. Gross contribution is defined as operating income excluding certain Cost of services andproduct development charges, SG&A, Depreciation, Acquisition and integration charges, andAmortization of intangibles. Gross contribution margin is defined as gross contribution as apercentage of revenues.

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The following sections present the results of our three business segments as of and for the threeyears-ended December 31, 2015.

Research

The following table presents the financial results and business measurements of our Researchsegment for the twelve months ended December 31:

2015 2014

$Increase

(Decrease)

%Increase

(Decrease) 2014 2013

$Increase

(Decrease)

%Increase

(Decrease)

Financial Measurements:

Revenues(1) . . . . . . . . . . . . . . . . $1,583,486 $1,445,338 $ 138,148 10% $1,445,338 $1,271,011 $ 174,327 14%

Gross contribution(1) . . . . . . . $1,096,827 $1,001,914 $ 94,913 9% $1,001,914 $ 879,384 $ 122,530 14%

Gross contribution margin . 69% 69% — — 69% 69% — —

Business Measurements:

Contract value(1) . . . . . . . . . . . $1,760,700 $1,603,200 $ 157,500 10% $1,603,200 $1,423,179 $ 180,021 13%

Client retention. . . . . . . . . . . . 84% 85% (1) point — 85% 83% 2 points —

Wallet retention . . . . . . . . . . . 105% 106% (1) point — 106% 104% 2 points —

(1) Dollars in thousands.

2015 VERSUS 2014

Research segment revenues increased 10% in 2015 compared to 2014. Excluding the unfavorableimpact of foreign currency, Research revenues increased 16% in 2015. The segment grosscontribution margin was 69% in both annual periods. The contribution margin remained at 69% inspite of a 12% increase in segment headcount, mostly driven by new hires but also to a lesser extentthe additional employees resulting from our acquisitions. The overall headcount increase reflects ourcontinuing investment in this business.

Research contract value increased 10% in 2015 to $1.761 billion, and increased 14% year-over-year adjusted for the impact of foreign currency exchange. The growth in contract value was broad-based, with every region, client size, and industry sector growing at double-digit rates, with theexception of the Energy and Utilities sector, which still increased year-over-year but at a slowerrate. The number of our research client enterprises increased by 8% in 2015, to 10,796. Both clientretention and wallet retention remained strong, at 84% and 105% respectively, as of December 31,2015.

2014 VERSUS 2013

Research segment revenues in 2014 increased 14% compared to 2013. The impact of foreignexchange translation was not significant. The segment gross contribution margin was 69% for bothperiods. Research contract value increased 13% in 2014 to $1.603 billion, and increased 14% year-over-year adjusted for the impact of foreign currency translation. Our growth in contract value wasbroad-based, with every region, industry segment, and client size growing at double-digit ratescompared to 2013. The number of our research client enterprises increased by 10% in 2014, to 9,958.Client retention and wallet retention were 85% and 106% as of December 31, 2014, respectively.

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Consulting

The following table presents the financial results and business measurements of our Consultingsegment as of and for the twelve months ended December 31:

2015 2014

$Increase

(Decrease)

%Increase

(Decrease) 2014 2013

$Increase

(Decrease)

%Increase

(Decrease)

Financial Measurements:Revenues(1) . . . . . . . . . . . . . . . . . . . . . . . $327,735 $348,396 $ (20,661) (6)% $348,396 $314,257 $ 34,139 11%

Gross contribution(1) . . . . . . . . . . . . . . $107,193 $119,931 $ (12,738) (11)% $119,931 $107,565 $ 12,366 11%

Gross contribution margin . . . . . . . . 33% 34% (1) point — 34% 34% —

Business Measurements:

Backlog(1). . . . . . . . . . . . . . . . . . . . . . . . . $117,700 $102,600 $ 15,100 15% $102,600 $106,130 $ (3,530) (3)%

Billable headcount. . . . . . . . . . . . . . . . 606 535 71 13% 535 509 26 5%

Consultant utilization . . . . . . . . . . . . . 66% 68% (2) points — 68% 64% 4 points —

Average annualized revenue perbillable headcount(1) . . . . . . . . . . . . $ 391 $ 442 $ (51) (12)% $ 442 $ 409 $ 33 8%

(1) Dollars in thousands.

2015 VERSUS 2014

Consulting revenue decreased 6% year-over-year but was essentially flat excluding the negativeforeign exchange impact. The revenue decline was primarily in our core consulting practice, whichwas mainly driven by the foreign exchange impact. We also had lower revenues in our contractoptimization practice, which can fluctuate from period to period. The year-over-year grosscontribution margin declined by 1 point, primarily driven by higher headcount. Backlog increased by$15.1 million year-over-year, or 15%, to $117.7 million at December 31, 2015, which is the highestbacklog in the Company’s history.

2014 VERSUS 2013

Consulting revenues increased 11% year-over-year and 12% when adjusted for the impact offoreign exchange. The increase was primarily due to higher core consulting revenues and to a lesserextent, higher contract optimization revenues. Contract optimization revenues can fluctuate fromperiod to period but are generally about 10-15% of total annual Consulting segment revenues. Thegross contribution margin was 34% for both periods. Backlog decreased $3.5 million, or 3%, year-over-year, to $102.6 million at December 31, 2014.

Events

The following table presents the financial results and business measurements of our Eventssegment as of and for the twelve months ended December 31:

2015 2014

$Increase

(Decrease)

%Increase

(Decrease) 2014 2013

$Increase

(Decrease)

%Increase

(Decrease)

Financial Measurements:

Revenues(1) . . . . . . . . . . . . . . . . . . . . . . $251,835 $227,707 $ 24,128 11% $227,707 $198,945 $ 28,762 14%

Gross contribution(1). . . . . . . . . . . . . $130,527 $112,384 $ 18,143 16% $112,384 $ 91,216 $ 21,168 23%

Gross contribution margin. . . . . . . 52% 49% 3 points — 49% 46% 3 points —

Business Measurements:

Number of events . . . . . . . . . . . . . . . 65 61 4 7% 61 64 (3) (5)%

Number of attendees . . . . . . . . . . . . 52,595 49,047 3,548 7% 49,047 44,986 4,061 9%

(1) Dollars in thousands.

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2015 VERSUS 2014

Events revenues increased $24.1 million when comparing 2015 to 2014, or 11%. Excluding thenegative impact of foreign currency translation, revenues increased 18% year-over-year. We held65 events in 2015, consisting of 61 ongoing events and 4 new events, compared to 61 events in 2014.The year-over-year revenue increase was primarily attributable to higher attendee revenue at ourongoing events and to a lesser extent, higher exhibitor revenue.The number of attendees in 2015increased 7%, while the number of exhibitors increased 4%. Average revenue per attendee rose 9%and average revenue per exhibitor increased 2%. The gross contribution margin increased 3 pointsyear-over-year.

2014 VERSUS 2013

Events revenues increased $28.8 million when comparing 2014 to 2013, or 14%. Excluding theimpact of foreign currency translation, revenues increased 16% year-over-year. We held 61 events in2014, consisting of 59 ongoing events and 2 new events, compared to 64 events in 2013. The year-over-year revenue increase was primarily attributable to higher exhibitor revenue at our ongoingevents and to a lesser extent, higher attendee revenue. The overall number of attendees increased9%, while the number of exhibitors increased 10%. Average revenue per attendee rose 6% andaverage revenue per exhibitor increased 9%. The gross contribution margin increased 3 points year-over-year.

LIQUIDITY AND CAPITAL RESOURCES

We had $373.0 million of cash and cash equivalents at December 31, 2015 and $656.0 million ofavailable borrowing capacity under our 2014 Credit Agreement. In addition, the 2014 CreditAgreement contains an expansion feature by which the Company may borrow up to an additional$500.0 million in the aggregate under certain conditions. We believe that our consistently strongoperating cash flow, as well as our existing cash balances and our available borrowing capacity underour 2014 Credit Agreement, provide us with adequate liquidity to meet our currently anticipatedneeds. However, should we need to borrow additional amounts, we believe we would be able to doso on reasonable terms.

We had operating cash flow of $345.6 million in 2015. In addition, we also borrowed anadditional $420.0 million on a net basis under our 2014 Credit Agreement. During 2015 we used$196.2 million in cash to acquire other businesses and we also used $509.0 million in cash torepurchase our common shares. We currently have a $1.2 billion board approved authorization torepurchase the Company’s common stock, and as of December 31, 2015, approximately $1.1 billionof this authorization remains.

We have historically generated significant cash flows from our operating activities. Ouroperating cash flow has been continuously enhanced by the leverage characteristics of oursubscription-based business model as well as our focus on operational efficiencies. Revenues in ourResearch segment, which is our largest business segment, increased 10% in 2015 compared to 2014,and constituted 73% and 72% of our total revenues in 2015 and 2014, respectively. The majority ofour research contracts are paid in advance and renew annually, and combined with a strongcustomer retention rate and high incremental margins, has resulted in continuously strong operatingcash flow. Our cash flow generation has also benefited from our continuing efforts to improve theoperating efficiencies of our businesses as well as a focus on the optimal management of ourworking capital as we increase our sales volume.

Our cash and cash equivalents are held in numerous locations throughout the world. AtDecember 31, 2015, approximately $351.0 million of our total of $373.0 million in cash and cashequivalents was held outside the U.S. Of the $351.0 million of cash and cash equivalents heldoverseas, approximately 80% represents unremitted earnings of our non-U.S subsidiaries. Under U.S.accounting rules, no provision for income taxes that may result from the remittance of such earningsis required if the Company intends to reinvest such funds overseas indefinitely. Our current plans donot demonstrate a need to repatriate these undistributed earnings to fund our U.S. operations or

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otherwise satisfy the liquidity needs of our U.S operations. We intend to reinvest these earnings inour non-U.S. operations, except in instances in which the repatriation of these earnings would resultin minimal additional tax. As a result, the Company has not recognized additional income taxexpense that could result from the remittance of these earnings. However, should our liquidity needschange or we decide to repatriate some or all of these unremitted earnings, we may be required toaccrue additional taxes which could have a material effect on our consolidated financial position,cash flows, and results of operations in future periods.

Changes in cash and cash equivalents

The following table summarizes and explains the changes in our cash and cash equivalents forthe three years ended December 31, 2015 (in thousands):

Twelve MonthsEnded

December 31,2015

Twelve MonthsEnded

December 31,2014

Increase(Decrease)

Twelve MonthsEnded

December 31,2014

Twelve MonthsEnded

December 31,2013

Increase(Decrease)

2015 vs. 2014 2014 vs. 2013

Cash provided byoperating activities . . . . . . $ 345,561 $ 346,779 $ (1,218) $ 346,779 $ 315,654 $ 31,125

Cash used in investingactivities . . . . . . . . . . . . . . . . (242,357) (162,777) (79,580) (162,777) (36,498) (126,279)

Cash used by financingactivities . . . . . . . . . . . . . . . . (67,690) (208,670) 140,980 (208,670) (153,855) (54,815)

Net increase (decrease) . . . 35,514 (24,668) 60,182 (24,668) 125,301 (149,969)Effects of exchange rate

changes(1) . . . . . . . . . . . . . . . (27,840) (34,020) 6,180 (34,020) (1,163) (32,857)Beginning cash and cash

equivalents . . . . . . . . . . . . . . 365,302 423,990 (58,688) 423,990 299,852 124,138

Ending cash and cashequivalents . . . . . . . . . . . . . . $ 372,976 $ 365,302 $ 7,674 $ 365,302 $ 423,990 $ (58,688)

(1) A number of foreign currencies in which we hold cash weakened relative to the U.S. dollar overthe past two years. As a result, the effects of foreign currency exchange rates has had asignificant impact on our cash and cash equivalents balances.

2015 VERSUS 2014

Operating

Operating cash flow decreased slightly when comparing 2015 to 2014. The decrease reflects thenegative impact of a stronger U.S. dollar and lower 2015 net income, as well as additional cashpayments for employee incentives related to our acquisitions, income taxes, and interest on our debtobligations in the 2015 period. Partially offsetting these elements were additional collections in the2015 period.

Investing

We used an additional $79.6 million of cash in our investing activities in 2015 compared to 2014,primarily due to the acquisitions we made during 2015. In total, we used $196.2 million and$124.3 million of cash (net of the cash acquired) for acquisitions in 2015 and 2014, respectively. TheCompany used both existing cash and additional borrowings to finance its 2015 acquisitions. We alsoused an additional $7.6 million in cash for capital expenditures in the 2015 period, with a total of$46.1 million used in 2015 compared to $38.5 million in 2014.

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Financing

In total, we used $67.7 million of cash in our financing activities during 2015 compared to$208.7 million of cash used in 2014. The Company used $509.0 million of cash for share repurchasesin 2015 compared to $432.0 million used for share repurchases in 2014. The Company borrowed anadditional $420.0 million in 2015 on a net basis compared to $200.0 million of net additionalborrowings in 2014. Additions to financing cash flows from employee share-based activities were$21.4 million 2015 and $28.0 million in 2014.

2014 VERSUS 2013

Operating

Operating cash flow increased by $31.1 million, or 10%, when comparing 2014 to 2013. Theincrease was primarily due to additional cash collections in our Research and Events businesses andother positive working capital changes. Partially offsetting the additional collections were higher cashpayments for bonuses, commissions, and income taxes.

Investing

We used an additional $126.3 million of cash in our investing activities in 2014 compared to2013, principally due to the 2014 Acquisitions, in which we paid a total of $109.9 million (net of thecash acquired), and an additional $14.3 million was placed in escrow. The Company used bothexisting cash and additional borrowings to finance its 2014 acquisitions. We also used an additional$2.0 million in cash for capital expenditures in the 2014 period.

Financing

We used $208.7 million of cash in our financing activities during 2014 compared to$153.9 million of cash used in 2013. During 2014, the Company used $432.0 million of cash for sharerepurchases, which was partially offset by $195.4 million of net proceeds from debt issuance andrelated debt issuance costs and $28.0 million from employee share-based activity. During 2013, theCompany used $182.0 million of cash for share repurchases and $4.0 million for debt refinancingfees, which was partially offset by $32.0 million from employee share-based activities.

OBLIGATIONS AND COMMITMENTS

2014 Credit Agreement

The Company has a five-year credit arrangement that it entered into in December 2014 thatprovides for a $400.0 million term loan and a $1.1 billion revolving credit facility (the “2014 CreditAgreement”). Under the revolving credit facility, amounts may be borrowed, repaid, and re-borrowed through the maturity date of the agreement in December 2019. The term and revolvingfacilities may be increased, at the Company’s option, by up to an additional $500.0 million in theaggregate. As of December 31, 2015, the Company had $380.0 million outstanding under the termfacility and $440.0 million under the revolver. See Note 5 - Debt in the Notes to the ConsolidatedFinancial Statements for additional information regarding the 2014 Credit Agreement.

Off-Balance Sheet Arrangements

Through December 31, 2015, we have not entered into any off-balance sheet arrangements ortransactions with unconsolidated entities or other persons.

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Contractual Cash Commitments

The Company has certain commitments that contractually require future cash payments. Thefollowing table summarizes the contractual cash commitments due after December 31, 2015 (inthousands):

Commitment Description:

Due In LessThan1 Year

Due In 2-3Years

Due In 4-5Years

Due In MoreThan

5 Years Total

Debt—principal and interest(1),(2) . . . . . . . . $ 42,860 $115,689 $752,860 $ 5,060 $ 916,469Operating leases(3) . . . . . . . . . . . . . . . . . . . . . . 40,910 67,214 44,314 111,555 263,993Deferred compensation arrangement(4) . . 3,511 5,454 3,784 26,322 39,071Other(5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17,630 18,849 9,180 14,613 60,272

Totals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $104,911 $207,206 $810,138 $157,550 $1,279,805

(1) Amounts borrowed under the Company’s 2014 Credit Agreement, which matures in December2019, have been classified in the table based on the scheduled repayment dates. Projected interestpayments on amounts outstanding were based on the effective interest rates as of December 31,2015. See Note 5—Debt in the Notes to the Consolidated Financial Statements for additionalinformation.

(2) The Company also has a $5.0 million State of Connecticut economic development loan which isclassified in the Due In More Than 5 Years category since it has a 10 year maturity. Interestpayments on the loan have been calculated based on the contractual fixed rate of interest. Undercertain circumstances, part or all of this debt may be forgiven by the State. See Note 5—Debt inthe Notes to the Consolidated Financial Statements for additional information.

(3) The Company leases various facilities, furniture, computer equipment, and automobiles. Theseleases expire between 2016 and 2030. See Note 1—Business and Significant Accounting Policies inthe Notes to the Consolidated Financial Statements for additional information on the Company’sleases.

(4) The Company has a supplemental deferred compensation arrangement with certain employees(see Note 13—Employee Benefits in the Notes to the Consolidated Financial Statements foradditional information). Amounts payable with a known payment date have been classified in thetable based on the payment date. Amounts payable whose payment date is unknown have beenincluded in the Due In More Than 5 Years category since the Company cannot determine whenthe amounts will be paid.

(5) The Other category includes (i) contractual commitments for software, building maintenance,telecom, and other services; (ii) amounts due for share repurchase transactions that occurred inlate December 2015 but were settled in January 2016; and (iii) projected cash contributions to theCompany’s defined benefit pension plans.

In addition to the contractual cash commitments included in the table above, the Company hasother payables and liabilities that may be legally enforceable but are not considered contractualcommitments. Information regarding the Company’s payables and liabilities is included in Note 4—Accounts Payable, Accrued, and Other Liabilities in the Notes to the Consolidated FinancialStatements. Among these liabilities is approximately $30.0 million for unrecognized tax benefits andrelated interest and penalties.

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QUARTERLY FINANCIAL DATA

The following tables present our quarterly operating results for the two-year period endedDecember 31, 2015:

2015

First Second Third Fourth

(In thousands, except per share data)

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $471,186 $547,936 $500,166 $643,768Operating income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48,682 85,220 52,474 101,621Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28,351 51,155 30,366 65,763Net income per share:(1)

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 0.33 $ 0.61 $ 0.37 $ 0.80

Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 0.32 $ 0.61 $ 0.36 $ 0.78

2014

First Second Third Fourth

(In thousands, except per share data)

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $446,702 $519,820 $470,940 $583,979Operating income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 59,170 81,761 49,391 95,840Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37,736 53,040 33,846 59,144Net income per share:(1)

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 0.41 $ 0.59 $ 0.38 $ 0.67

Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 0.40 $ 0.58 $ 0.38 $ 0.66

(1) The aggregate of the four quarters’ basic and diluted earnings per common share may not equalthe reported full calendar year amounts due to the effects of share repurchases, dilutive equitycompensation, and rounding.

RECENTLY ISSUED ACCOUNTING STANDARDS

Accounting rules issued by the various U.S. standard setting and governmental authorities thathave not yet become effective and that may impact our Consolidated Financial Statements in futureperiods are described below, together with our assessment of the potential impact they may have onour Consolidated Financial Statements and related disclosures in future periods.

Business Combinations

In September 2015, the FASB issued Accounting Standards Update (ASU) 2015-16, “BusinessCombinations—Simplifying the Accounting for Measurement-Period Adjustments” (“ASUNo. 2015-16”). ASU No. 2015-16 requires the recognition of adjustments to business combinationprovisional amounts, that are identified during the measurement period, in the reporting period inwhich the adjustments are determined. The effects of the adjustments to provisional amounts ondepreciation, amortization or other income effects should be recognized in current-period earnings asif the accounting had been completed at the acquisition date. Disclosure of the portion of theadjustment recorded in current-period earnings that would have been reported in prior reportingperiods if the adjustment to the provisional amounts had been recognized at the acquisition date isalso required. The rule is to be applied retrospectively and is effective for Gartner on January 1,2016. ASU No. 2015-16 will not have an impact on the Company’s consolidated financial statementsat the date of adoption. However, ASU No. 2016-16 could have an impact on the Company’sconsolidated financial statements in the future if a transaction occurs within the scope of the rule.

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Debt Issuance Cost Presentation

In April 2015, the FASB issued ASU No. 2015-03, “Simplifying the Presentation of DebtIssuance Costs,” which amends the current presentation of debt issuance costs in the financialstatements. ASU No. 2015-03 requires that debt issuance costs related to a recognized debt liabilitybe presented in the balance sheet as a direct deduction from the carrying amount of that debtliability, consistent with debt discounts, instead of a deferred asset. The amendment is to be appliedretrospectively and is effective for Gartner on January 1, 2016. The adoption of the new guidance isnot expected to have a material impact on the Company’s consolidated financial statements.

Revenue Recognition

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers”(“ASU No. 2014-09”). ASU No. 2014-09 is intended to clarify the principles for recognizing revenueby: removing inconsistencies and weaknesses in revenue recognition requirements; providing a morerobust framework for addressing revenue issues; improving comparability of revenue recognitionpractices across entities, industries, jurisdictions and capital markets; and providing more usefulinformation to users of financial statements through improved revenue disclosure requirements. ASUNo. 2014-09 is effective for Gartner on January 1, 2018. We continue to evaluate the impact of ASUNo. 2014-09.

The FASB also continues to work on a number of significant accounting rules which if issuedcould materially impact the Company’s accounting policies and disclosures in future periods.However, since these rules have not yet been issued, the effective dates and potential impact areunknown.

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ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

INTEREST RATE RISK

The Company’s 2014 Credit Agreement provides for a five-year, $400.0 million term loan and a$1.1 billion revolving credit facility. At December 31, 2015, we had $820.0 million outstanding underthe 2014 Credit Agreement, which included $380.0 million outstanding under the term loan and$440.0 million under the revolver.

We have exposure to changes in interest rates arising from borrowings under the 2014 CreditAgreement since amounts borrowed are based on a floating base rate of interest. However, wereduce our exposure to changes in interest rates through our interest rate swap contracts whicheffectively convert the floating base interest rate on the first $700.0 million of our variable rateborrowings to fixed rates. Thus we are exposed to interest rate risk on borrowings only in excess of$700.0 million, which equaled $120.0 million at December 31, 2015. As an indication of our exposureto changes in interest rates, a hypothetical 25 basis point increase or decrease in interest rates couldhave changed our 2015 pre-tax annual interest expense on the $120.0 million of unhedgedborrowings at December 31, 2015 by approximately $0.3 million.

FOREIGN CURRENCY RISK

For the fiscal years ended December 31, 2015 and 2014, approximately 41% and 45%,respectively, of the Company’s revenues were derived from sales outside of the U.S. As a result, weconduct business in numerous currencies other than the U.S dollar. Among the major foreigncurrencies in which we conduct business are the Euro, the British Pound, the Japanese Yen, theAustralian dollar, and the Canadian dollar. The reporting currency of our financial statements is theU.S. dollar. As the values of the foreign currencies in which we operate fluctuate over time relativeto the U.S dollar, the Company is exposed to both foreign currency translation and transaction risk.

Translation risk arises as our foreign currency assets and liabilities are translated into U.S.dollars since the functional currencies of our foreign operations are generally denominated in thelocal currency. Adjustments resulting from the translation of these assets and liabilities are deferredand recorded as a component of stockholders’ (deficit) equity. A measure of the potential impact offoreign currency translation can be determined through a sensitivity analysis of our cash and cashequivalents. At December 31, 2015, approximately half of our $373.0 million of cash and cashequivalents was denominated in foreign currencies. If the exchange rates of the foreign currencieswe hold all changed in comparison to the U.S. dollar by 10%, the amount of cash and cashequivalents we would have reported on December 31, 2015 would have increased or decreased byapproximately $19.0 million. The translation of our foreign currency revenues and expenseshistorically has not had a material impact on our consolidated earnings since movements in andamong the major currencies in which we operate tend to impact our revenues and expenses fairlyequally. However, our earnings could be impacted during periods of significant exchange ratevolatility, or when some or all of the major currencies in which we operate move in the samedirection against the U.S dollar.

Transaction risk arises when our foreign subsidiaries enter into transactions that aredenominated in a currency that may differ from the local functional currency. As these transactionsare translated into the local functional currency, gain or loss may result, which is recorded in currentperiod earnings. We typically enter into foreign currency forward exchange contracts to mitigate theeffects of some of this foreign currency transaction risk. Our outstanding currency contracts as ofDecember 31, 2015 had an immaterial net unrealized gain.

CREDIT RISK

Financial instruments that potentially subject the Company to concentration of credit riskconsist primarily of short-term, highly liquid investments classified as cash equivalents, accountsreceivable, and interest rate swap contracts. The majority of the Company’s cash and cashequivalents, interest rate swap contracts, and its foreign exchange contracts are with large investment

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grade commercial banks. Accounts receivable balances deemed to be collectible from customers havelimited concentration of credit risk due to our diverse customer base and geographic dispersion.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

Our consolidated financial statements for 2015, 2014, and 2013, together with the reports ofKPMG LLP, our independent registered public accounting firm, are included herein in this AnnualReport on Form 10-K.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTINGAND FINANCIAL DISCLOSURE.

None.

ITEM 9A. CONTROLS AND PROCEDURES

DISCLOSURE CONTROLS AND PROCEDURES

Management conducted an evaluation, as of December 31, 2015, of the effectiveness of thedesign and operation of our disclosure controls and procedures, (as such term is defined inRules 13a- 15(e) and 15d- 15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”))under the supervision and with the participation of our chief executive officer and chief financialofficer. Based upon that evaluation, our chief executive officer and chief financial officer haveconcluded that our disclosure controls and procedures are effective in alerting them in a timelymanner to material Company information required to be disclosed by us in reports filed orsubmitted under the Act.

MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIALREPORTING

Gartner management is responsible for establishing and maintaining adequate internal controlover financial reporting as defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Gartner’s internalcontrol over financial reporting is a process designed to provide reasonable assurance regarding thereliability of financial reporting and the preparation of financial statements for external purposes inaccordance with accounting principles generally accepted in the United States.

Because of its inherent limitations, internal control over financial reporting may not prevent ordetect misstatements. In addition, projections of any evaluation of effectiveness to future periods aresubject to the risk that controls may become inadequate because of changes in conditions and thatthe degree of compliance with the policies or procedures may deteriorate. Management assessed theeffectiveness of our internal control over financial reporting as of December 31, 2015. In making thisassessment, management used the criteria set forth in the Internal Control—Integrated Framework(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).Management’s assessment was reviewed with the Audit Committee of the Board of Directors.

Based on its assessment of internal control over financial reporting, management has concludedthat, as of December 31, 2015, Gartner’s internal control over financial reporting was effective. Theeffectiveness of management’s internal control over financial reporting as of December 31, 2015 hasbeen audited by KPMG LLP, an independent registered public accounting firm, as stated in theirreport which is included in this Annual Report on Form 10-K in Part IV, Item 15.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There were no changes in our internal controls over financial reporting during the quarterended December 31, 2015 that have materially affected, or are reasonably likely to materially affect,our internal controls over financial reporting.

ITEM 9B. OTHER INFORMATION

Not applicable.

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PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The information required to be furnished pursuant to this item will be set forth under thecaptions “Proposal One: Election of Directors,” “Executive Officers,” “Corporate Governance,”“Section 16(a) Beneficial Ownership Reporting Compliance” and “Miscellaneous—AvailableInformation” in the Company’s Proxy Statement to be filed with the SEC no later than April 29,2016. If the Proxy Statement is not filed with the SEC by April 29, 2016, such information will beincluded in an amendment to this Annual Report filed by April 29, 2016. See also Item 1.Business—Available Information.

ITEM 11. EXECUTIVE COMPENSATION.

The information required to be furnished pursuant to this item is incorporated by referencefrom the information set forth under the caption “Executive Compensation” in the Company’s ProxyStatement to be filed with the SEC no later than April 29, 2016. If the Proxy Statement is not filedwith the SEC by April 29, 2016, such information will be included in an amendment to this AnnualReport filed by April 29, 2016.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS ANDMANAGEMENT AND RELATED STOCKHOLDER MATTERS.

The information required to be furnished pursuant to this item will be set forth under thecaption “Security Ownership of Certain Beneficial Owners and Management” in the Company’sProxy Statement to be filed with the SEC by April 29, 2016. If the Proxy Statement is not filed withthe SEC by April 29, 2016, such information will be included in an amendment to this AnnualReport filed by April 29, 2016.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTORINDEPENDENCE.

The information required to be furnished pursuant to this item will be set forth under thecaptions “Transactions With Related Persons” and “Corporate Governance—Director Independence”in the Company’s Proxy Statement to be filed with the SEC by April 29, 2016. If the ProxyStatement is not filed with the SEC by April 29, 2016, such information will be included in anamendment to this Annual Report filed by April 29, 2016.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

The information required to be furnished pursuant to this item will be set forth under thecaption “Principal Accountant Fees and Services” in the Company’s Proxy Statement to be filedwith the SEC no later than April 29, 2016. If the Proxy Statement is not filed with the SEC byApril 29, 2016, such information will be included in an amendment to this Annual Report filed byApril 29, 2016.

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PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.

(a) 1. and 2. Consolidated Financial Statements and Schedules

The reports of our independent registered public accounting firm and consolidated financialstatements listed in the Index to Consolidated Financial Statements herein are filed as part of thisreport.

All financial statement schedules not listed in the Index have been omitted because theinformation required is not applicable or is shown in the consolidated financial statements or notesthereto.

3. Exhibits

EXHIBITNUMBER DESCRIPTION OF DOCUMENT

3.1(1) Restated Certificate of Incorporation of the Company.

3.2(2) Bylaws as amended through February 2, 2012.

4.1(1) Form of Certificate for Common Stock as of June 2, 2005.

4.2* Credit Agreement, dated as of December 16, 2014, among the Company, the severallenders from time to time parties thereto, and JPMorgan Chase Bank, N.A. asadministrative agent.

10.1(3) Lease dated April 16, 2010 between Soundview Farms and the Company for premises at56 Top Gallant Road, 70 Gatehouse Road, and 88 Gatehouse Road, Stamford,Connecticut.

10.2(3) First Amendment to Lease dated April 16, 2010 between Soundview Farms and theCompany for premises at 56 Top Gallant Road, 70 Gatehouse Road, and 88 GatehouseRoad, Stamford, Connecticut.

10.4(4)† 2011 Employee Stock Purchase Plan.

10.5(5)† 2003 Long -Term Incentive Plan, as amended and restated effective June 4, 2009.

10.6(6)† 2014 Long-Term Incentive Plan, effective May 29, 2014.

10.7(7)† Amended and Restated Employment Agreement between Eugene A. Hall and theCompany dated as of April 13, 2011.

10.8(8)† Company Deferred Compensation Plan, effective January 1, 2009.

10.9(9)† Form of Stock Appreciation Right Agreement for executive officers.

10.10(9)† Form of Performance Stock Unit Agreement for executive officers.

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 of2002.

31.2* Certification of chief financial officer under Section 302 of the Sarbanes-Oxley Act of2002.

32* Certification under Section 906 of the Sarbanes-Oxley Act of 2002.

* Filed with this document.

† Management compensation plan or arrangement.

(1) Incorporated by reference from the Company’s Current Report on Form 8-K dated June 29, 2005as filed on July 6, 2005.

39

47632

(2) Incorporated by reference from the Company’s Current Report on Form 8-K dated February 2,2012 as filed on February 7, 2012.

(3) Incorporated by reference from the Company’s Quarterly Report on form 10-Q as filed onAugust 9, 2010.

(4) Incorporated by reference from the Company’s Proxy Statement (Schedule 14A) as filed onApril 18, 2011.

(5) Incorporated by reference from the Company’s Proxy Statement (Schedule 14A) as filed onApril 21, 2009

(6) Incorporated by reference from the Company’s Proxy Statement (Schedule 14A) as filed onApril 15, 2014.

(7) Incorporated by reference from the Company’s Quarterly Report on Form 10-Q as filed onAugust 2, 2011.

(8) Incorporated by reference from the Company’s Annual Report on Form 10-K as filed onFebruary 20, 2009.

(9) Incorporated by reference from the Company’s Current Report on Form 8-K dated February 8,2016 as filed on February 12, 2016.

40

21213

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

GARTNER, INC.

CONSOLIDATED FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42

Report of Independent Registered Public Accounting Firm. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43

Consolidated Balance Sheets as of December 31, 2015 and 2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44

Consolidated Statements of Operations for the Three Year Period Ended December 31, 2015 . . . 45

Consolidated Statements of Comprehensive Income for the Three Year Period EndedDecember 31, 2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46

Consolidated Statements of Stockholders’ (Deficit) Equity for the Three Year Period EndedDecember 31, 2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47

Consolidated Statements of Cash Flows for the Three Year Period Ended December 31, 2015. . . 48

Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49

All financial statement schedules have been omitted because the information required is notapplicable or is shown in the consolidated financial statements or notes thereto.

41

44364

Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders

Gartner, Inc.:

We have audited the accompanying consolidated balance sheets of Gartner, Inc. and subsidiaries(the Company) as of December 31, 2015 and 2014, and the related consolidated statements ofoperations, comprehensive income, stockholders’ (deficit) equity, and cash flows for each of theyears in the three-year period ended December 31, 2015. These consolidated financial statements arethe responsibility of the Company’s management. Our responsibility is to express an opinion onthese consolidated financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company AccountingOversight Board (United States). Those standards require that we plan and perform the audit toobtain reasonable assurance about whether the financial statements are free of materialmisstatement. An audit includes examining, on a test basis, evidence supporting the amounts anddisclosures in the financial statements. An audit also includes assessing the accounting principlesused and significant estimates made by management, as well as evaluating the overall financialstatement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in allmaterial respects, the financial position of Gartner, Inc. and subsidiaries as of December 31, 2015and 2014, and the results of their operations and their cash flows for each of the years in the three-year period ended December 31, 2015, in conformity with U.S. generally accepted accountingprinciples.

We also have audited, in accordance with the standards of the Public Company AccountingOversight Board (United States), the Company’s internal control over financial reporting as ofDecember 31, 2015, based on criteria established in Internal Control—Integrated Framework (2013)issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), andour report dated February 24, 2016 expressed an unqualified opinion on the effectiveness of theCompany’s internal control over financial reporting.

New York, New York

February 24, 2016

42

70232

Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders

Gartner, Inc.:

We have audited Gartner, Inc. and subsidiaries’ (the Company) internal control over financialreporting as of December 31, 2015, based on criteria established in Internal Control—IntegratedFramework (2013) issued by the Committee of Sponsoring Organizations of the TreadwayCommission (COSO). The Company’s management is responsible for maintaining effective internalcontrol over financial reporting and for its assessment of the effectiveness of internal control overfinancial reporting, included in the accompanying Management’s Annual Report on Internal ControlOver Financial Reporting. Our responsibility is to express an opinion on the Company’s internalcontrol over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company AccountingOversight Board (United States). Those standards require that we plan and perform the audit toobtain reasonable assurance about whether effective internal control over financial reporting wasmaintained in all material respects. Our audit included obtaining an understanding of internalcontrol over financial reporting, assessing the risk that a material weakness exists, and testing andevaluating the design and operating effectiveness of internal control based on the assessed risk. Ouraudit also included performing such other procedures as we considered necessary in thecircumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to providereasonable assurance regarding the reliability of financial reporting and the preparation of financialstatements for external purposes in accordance with generally accepted accounting principles. Acompany’s internal control over financial reporting includes those policies and procedures that(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements in accordancewith generally accepted accounting principles, and that receipts and expenditures of the company arebeing made only in accordance with authorizations of management and directors of the company;and (3) provide reasonable assurance regarding prevention or timely detection of unauthorizedacquisition, use, or disposition of the company’s assets that could have a material effect on thefinancial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent ordetect misstatements. Also, projections of any evaluation of effectiveness to future periods aresubject to the risk that controls may become inadequate because of changes in conditions, or thatthe degree of compliance with the policies or procedures may deteriorate.

In our opinion, the Company maintained, in all material respects, effective internal control overfinancial reporting as of December 31, 2015, based on criteria established in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the TreadwayCommission (COSO).

We also have audited, in accordance with the standards of the Public Company AccountingOversight Board (United States), the consolidated balance sheets of Gartner, Inc. and subsidiaries asof December 31, 2015 and 2014, and the related consolidated statements of operations,comprehensive income, stockholders’ (deficit) equity, and cash flows for each of the years in thethree-year period ended December 31, 2015, and our report dated February 24, 2016 expressed anunqualified opinion on those consolidated financial statements.

New York, New York

February 24, 2016

43

72014

GARTNER, INC.

CONSOLIDATED BALANCE SHEETS(In thousands, except share data)

2015 2014

December 31,

A S S E T S

Current assets:Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 372,976 $ 365,302Fees receivable, net of allowances of $6,900 and $6,700 respectively . . 580,763 552,107Deferred commissions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 124,831 115,381Prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 62,427 63,868

Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,140,997 1,096,658Property, equipment and leasehold improvements, net . . . . . . . . . . . . . . . . . . . . . 108,733 97,990Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 715,359 586,665Intangible assets, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 96,544 30,689Other assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 113,053 92,349

Total Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,174,686 $ 1,904,351

L I A B I L I T I E S A N D S T O C K H O L D E R S ’ ( D E F I C I T ) E Q U I T Y

Current liabilities:Accounts payable and accrued liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 387,691 $ 353,761Deferred revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 900,801 841,457Current portion of long-term debt. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35,000 20,000

Total current liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,323,492 1,215,218Long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 790,000 385,000Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 193,594 142,962

Total Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,307,086 1,743,180Stockholders’ (Deficit) Equity:Preferred stock:

$.01 par value, authorized 5,000,000 shares; none issued oroutstanding . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — —

Common stock:$.0005 par value, authorized 250,000,000 shares for both periods;

156,234,415 shares issued for both periods . . . . . . . . . . . . . . . . . . . . . . 78 78Additional paid-in capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 818,546 764,433Accumulated other comprehensive loss, net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (44,402) (21,170)Accumulated earnings. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,450,684 1,275,049Treasury stock, at cost, 73,896,245 and 68,713,890 common shares,

respectively . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (2,357,306) (1,857,219)

Total Stockholders’ (Deficit) Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (132,400) 161,171

Total Liabilities and Stockholders’ (Deficit) Equity . . . . . . . . . . $ 2,174,686 $ 1,904,351

See Notes to Consolidated Financial Statements.

44

95059

GARTNER, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS(In thousands, except per share data)

2015 2014 2013

Year Ended December 31,

Revenues:Research . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,583,486 $1,445,338 $1,271,011Consulting. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 327,735 348,396 314,257Events. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 251,835 227,707 198,945

Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,163,056 2,021,441 1,784,213Costs and expenses:

Cost of services and product development . . . . . . . . . . . . . . . . . 839,076 797,933 713,484Selling, general and administrative . . . . . . . . . . . . . . . . . . . . . . . . . 962,677 876,067 760,458Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33,789 31,186 28,996Amortization of intangibles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13,342 8,226 5,446Acquisition and integration charges . . . . . . . . . . . . . . . . . . . . . . . . 26,175 21,867 337

Total costs and expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,875,059 1,735,279 1,508,721

Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 287,997 286,162 275,492Interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,766 1,413 1,551Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (22,548) (12,300) (10,388)Other income (expense), net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,996 (592) (216)

Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 272,211 274,683 266,439Provision for income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 96,576 90,917 83,638

Net income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 175,635 $ 183,766 $ 182,801

Net income per share:Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2.09 $ 2.06 $ 1.97

Diluted. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2.06 $ 2.03 $ 1.93

Weighted average shares outstanding:Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 83,852 89,337 93,015

Diluted. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 85,056 90,719 94,830

See Notes to Consolidated Financial Statements.

45

57958

GARTNER, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME(In thousands)

2015 2014 2013

Year Ended December 31,

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $175,635 $183,766 $182,801Other comprehensive (loss) income, net of tax

Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . . . . . . . (23,089) (27,461) 503Interest rate hedges—net change in deferred loss . . . . . . . . . . . . . . . (1,339) 2,163 2,107Pension plans—net change in deferred actuarial loss . . . . . . . . . . . . 1,196 (4,217) (233)

Other comprehensive (loss) income, net of tax . . . . . . . . . . . . . . . . . . . . . . (23,232) (29,515) 2,377

Comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $152,403 $154,251 $185,178

See Notes to Consolidated Financial Statements.

46

92394

GARTNER, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ (DEFICIT) EQUITY(In thousands)

CommonStock

AdditionalPaid-InCapital

AccumulatedOther

Comprehensive(Loss) Income,

NetAccumulatedEarnings

TreasuryStock

TotalStockholders’

(Deficit)Equity

Balance at December 31, 2012 . . . $78 $679,871 $ 5,968 $ 908,482 $(1,287,726) $ 306,673Net income . . . . . . . . . . . . . . . . . . . . . . . — — — 182,801 — 182,801Other comprehensive income . . . . . — — 2,377 — — 2,377Issuances under stock plans. . . . . . . — (21,354) — — 27,388 6,034Stock compensation tax benefits . . — 25,392 — — — 25,392Common share repurchases. . . . . . . — — — — (196,696) (196,696)Stock compensation expense. . . . . . — 34,735 — — — 34,735

Balance at December 31, 2013 . . . $78 $718,644 $ 8,345 $1,091,283 $(1,457,034) $ 361,316Net income . . . . . . . . . . . . . . . . . . . . . . . — — — 183,766 — 183,766Other comprehensive loss . . . . . . . . — — (29,515) — — (29,515)Issuances under stock plans. . . . . . . — (11,727) — — 19,527 7,800Stock compensation tax benefits . . — 18,671 — — — 18,671Common share repurchases. . . . . . . — — — — (419,712) (419,712)Stock compensation expense. . . . . . — 38,845 — — — 38,845

Balance at December 31, 2014 . . . $78 $764,433 $(21,170) $1,275,049 $(1,857,219) $ 161,171Net income . . . . . . . . . . . . . . . . . . . . . . . — — — 175,635 — 175,635Other comprehensive loss . . . . . . . . — — (23,232) — — (23,232)Issuances under stock plans. . . . . . . — (5,964) — — 13,495 7,531Stock compensation tax benefits . . — 13,928 — — — 13,928Common share repurchases. . . . . . . — — — — (513,582) (513,582)Stock compensation expense. . . . . . — 46,149 — — — 46,149

Balance at December 31, 2015 . . . $78 $818,546 $(44,402) $1,450,684 $(2,357,306) $(132,400)

See Notes to Consolidated Financial Statements.

47

06390

GARTNER, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS(In thousands)

2015 2014 2013

Year Ended December 31,

Operating activities:Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 175,635 $ 183,766 $ 182,801

Adjustments to reconcile net income to net cash provided byoperating activities:Depreciation and amortization of intangibles . . . . . . . . . . . . . . . 47,131 39,412 34,442Stock-based compensation expense . . . . . . . . . . . . . . . . . . . . . . . . . 46,149 38,845 34,735Excess tax benefits from employee stock-basedcompensation exercises . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (13,860) (20,193) (25,392)

Deferred taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 344 (759) 16,663Amortization and write-off of debt issue costs. . . . . . . . . . . . . . 1,512 2,645 2,710Changes in assets and liabilities:Fees receivable, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (44,476) (76,424) (28,097)Deferred commissions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (13,236) (12,340) (18,608)Prepaid expenses and other current assets . . . . . . . . . . . . . . . (13,268) (3,017) (1,187)Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (14,733) (7,139) (5,268)Deferred revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 91,840 105,354 80,938Accounts payable, accrued, and other liabilities . . . . . . . . . . 82,523 96,629 41,917

Cash provided by operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 345,561 346,779 315,654

Investing activities:Additions to property, equipment and leasehold improvements . (46,128) (38,486) (36,498)Acquisitions (net of cash acquired) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (170,604) (109,928) —Acquisitions—increase in restricted cash (escrow). . . . . . . . . . . . . . . (25,625) (14,363) —

Cash used in investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (242,357) (162,777) (36,498)

Financing activities:Proceeds from employee stock-based compensation plans and

ESP Plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7,499 7,767 6,042Proceeds from borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 440,000 400,000 205,625Payments on debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (20,000) (200,000) (205,625)Purchases of treasury stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (509,049) (432,006) (181,736)Fees paid for debt refinancing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — (4,624) (3,553)Excess tax benefits from employee stock-based compensation

exercises . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13,860 20,193 25,392

Cash used by financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (67,690) (208,670) (153,855)

Net increase (decrease) in cash and cash equivalents. . . . . . . . . . . . . . 35,514 (24,668) 125,301Effects of exchange rates on cash and cash equivalents . . . . . . . . . . . (27,840) (34,020) (1,163)Cash and cash equivalents, beginning of period . . . . . . . . . . . . . . . . . . . 365,302 423,990 299,852

Cash and cash equivalents, end of period . . . . . . . . . . . . . . . . . . . . . . . . . $ 372,976 $ 365,302 $ 423,990

Supplemental disclosures of cash flow information:Cash paid during the period for:

Interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 21,200 $ 10,600 $ 8,500Income taxes, net of refunds received. . . . . . . . . . . . . . . . . . . . . . . . . . . $ 83,500 $ 70,100 $ 50,767

See Notes to Consolidated Financial Statements.

48

30254

GARTNER, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1—BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

Business. Gartner, Inc. is a global information technology research and advisory companyfounded in 1979 with its headquarters in Stamford, Connecticut. Gartner delivers its principalproducts and services through three business segments: Research, Consulting, and Events. Whenused in these notes, the terms “Gartner,” “Company,” “we,” “us,” or “our” refer to Gartner, Inc.and its consolidated subsidiaries.

Basis of presentation. The accompanying consolidated financial statements have been preparedin accordance with generally accepted accounting principles in the United States of America (“U.S.GAAP”), as defined in the Financial Accounting Standards Board (“FASB”) Accounting StandardsCodification (“ASC”) Topic 270 for financial information and with the applicable instructions ofU.S. Securities & Exchange Commission (“SEC”) Regulation S-X. The fiscal year of Gartnerrepresents the twelve-month period from January 1 through December 31. All references to 2015,2014, and 2013 herein refer to the fiscal year unless otherwise indicated.

Principles of consolidation. The accompanying consolidated financial statements include theaccounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactionsand balances have been eliminated.

Use of estimates. The preparation of the accompanying consolidated financial statements requiresmanagement to make estimates and assumptions about future events. These estimates and theunderlying assumptions affect the amounts of assets and liabilities reported, disclosures aboutcontingent assets and liabilities, and reported amounts of revenues and expenses. Such estimatesinclude the valuation of fees receivable, goodwill, intangible assets, and other long-lived assets, aswell as tax accruals and other liabilities. In addition, estimates are used in revenue recognition,income tax expense, performance-based compensation charges, depreciation, and amortization.Management believes its use of estimates in the accompanying consolidated financial statements tobe reasonable.

Management continuously evaluates and revises its estimates using historical experience andother factors, including the general economic environment and actions it may take in the future.Management adjusts these estimates when facts and circumstances dictate. However, these estimatesmay involve significant uncertainties and judgments and cannot be determined with precision. Inaddition, these estimates are based on management’s best judgment at a point in time. As a result,differences between our estimates and actual results could be material and would be reflected in theCompany’s consolidated financial statements in future periods.

Business Acquisitions. The Company completed acquisitions in both 2015 and 2014 andinformation related to these acquisitions is included in Note 2—Acquisitions. The Company accountsfor acquisitions in accordance with the acquisition method of accounting as prescribed by FASBASC Topic No. 805, Business Combinations. The acquisition method of accounting requires theCompany to record the net assets and liabilities acquired based on their estimated fair values as ofthe acquisition date, with any excess of the consideration transferred over the estimated fair value ofthe net assets acquired, including identifiable intangible assets, to be recorded to goodwill. Underthe acquisition method, the operating results of acquired companies are included in the Company’sconsolidated financial statements beginning on the date of acquisition.

The determination of the fair value of intangible and other assets acquired in acquisitionsrequires management judgment and the consideration of a number of factors, significant amongthem the historical financial performance of the acquired businesses and projected performance,estimates surrounding customer turnover, as well as assumptions regarding the level of competitionand the cost to reproduce certain assets. Establishing the useful lives of the amortizable intangiblesalso requires management judgment and the evaluation of a number of factors, among themprojected cash flows and the likelihood of competition.

49

67603

The Company classifies charges that are directly-related to its acquisitions in the lineAcquisition and Integration Charges in the Condensed Consolidated Statements of Operations, andthe Company recorded $26.2 million, $21.9 million, and $0.3 million of such charges in 2015, 2014,and 2013, respectively. Included in these directly-related and incremental charges are legal,consulting, retention, severance, and accruals for cash payments subject to the continuingemployment of certain key employees of the acquired companies. During 2015 the Company paid$9.2 million in cash that had been accrued for the achievement of certain employment conditions foran acquisition completed in 2014.

Revenue Recognition. Revenue is recognized in accordance with U.S. GAAP and SEC StaffAccounting Bulletin No. 104, Revenue Recognition (“SAB 104”). Revenues are only recognized onceall required criteria for recognition have been met. The accompanying Consolidated Statements ofOperations present revenues net of any sales or value-added taxes that we collect from customersand remit to government authorities.

The Company’s revenues by significant source are as follows:

Research

Research revenues are mainly derived from subscription contracts for research products. Therelated revenues are deferred and recognized ratably over the applicable contract term. Fees derivedfrom assisting organizations in selecting the right business software for their needs is recognizedwhen the leads are provided to vendors.

The Company typically enters into subscription contracts for research products for twelve-monthperiods or longer. The majority of research contracts are billable upon signing, absent special termsgranted on a limited basis from time to time. Research contracts are non-cancelable and non-refundable, except for government contracts that may have cancellation or fiscal funding clauses,which historically have not produced material cancellations. It is our policy to record the entireamount of the contract that is billable as a fee receivable at the time the contract is signed with acorresponding amount as deferred revenue, since the contract represents a legally enforceable claim.

Consulting

Consulting revenues, primarily derived from consulting, measurement and strategic advisoryservices (paid one-day analyst engagements), are principally generated from fixed fee or time andmaterials engagements. Revenues from fixed fee engagements are recognized on a proportionalperformance basis, while revenues from time and material engagements are recognized as work isdelivered and/or services are provided. Revenues related to contract optimization engagements arecontingent in nature and are only recognized upon satisfaction of all conditions related to theirpayment. Unbilled fees receivable associated with consulting engagements were $43.2 million atDecember 31, 2015 and $44.0 million at December 31, 2014.

Events

Events revenues are deferred and recognized upon the completion of the related symposium,conference or exhibition. In addition, the Company defers certain costs directly related to events andexpenses these costs in the period during which the related symposium, conference or exhibitionoccurs. The Company’s policy is to defer only those costs, primarily prepaid site and productionservices costs, which are incremental and are directly attributable to a specific event. Other costs oforganizing and producing our events, primarily Company personnel and non-event specific expenses,are expensed in the period incurred. At the end of each fiscal quarter, the Company assesses on anevent-by-event basis whether expected direct costs of producing a scheduled event will exceedexpected revenues. If such costs are expected to exceed revenues, the Company records the expectedloss in the period determined.

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14483

Allowance for losses. The Company maintains an allowance for losses which is composed of abad debt allowance and a sales reserve. Provisions are charged against earnings, either as areduction in revenues or an increase to expense. The determination of the allowance for losses isbased on historical loss experience, an assessment of current economic conditions, the aging ofoutstanding receivables, the financial health of specific clients, and probable losses.

Cost of services and product development (“COS”). COS expense includes the direct costsincurred in the creation and delivery of our products and services. These costs primarily relate topersonnel.

Selling, general and administrative (“SG&A”). SG&A expense includes direct and indirect sellingcosts, general and administrative costs, and charges against earnings related to uncollectible accounts.

Commission expense. The Company records commission obligations upon the signing ofcustomer contracts and amortizes the deferred obligation as commission expense over the period inwhich the related revenues are earned. Commission expense is included in SG&A in theConsolidated Statements of Operations.

Stock-based compensation expense. The Company accounts for stock-based compensation inaccordance with FASB ASC Topics No. 505 and 718 and SEC Staff Accounting Bulletins No. 107(“SAB No. 107”) and No. 110 (“SAB No. 110”). Stock-based compensation cost is based on the fairvalue of the award on the date of grant, which is expensed over the related service period, net ofestimated forfeitures. The service period is the period over which the employee performs the relatedservices, which is normally the same as the vesting period. During 2015, 2014 and 2013, theCompany recognized $46.1 million, $38.8 million and $34.7 million, respectively, of stock-basedcompensation expense, a portion of which is recorded in both COS and SG&A in the ConsolidatedStatements of Operations (see Note 8—Stock-Based Compensation for additional information).

Income tax expense. The Company uses the asset and liability method of accounting for incometaxes. We estimate our income taxes in each of the jurisdictions where we operate. This processinvolves estimating our current tax expense together with assessing temporary differences resultingfrom differing treatment of items for tax and accounting purposes. These differences result indeferred tax assets and liabilities, which are included within our consolidated balance sheets. Inassessing the realizability of deferred tax assets, management considers if it is more likely than notthat some or all of the deferred tax assets will not be realized. We consider the availability of losscarryforwards, projected reversal of deferred tax liabilities, projected future taxable income, andongoing prudent and feasible tax planning strategies in making this assessment. The Companyrecognizes the tax benefit from an uncertain tax position only if it is more likely than not the taxposition will be sustained based on the technical merits of the position.

Cash and cash equivalents. Includes cash and all highly liquid investments with originalmaturities of three months or less, which are considered cash equivalents. The carrying value of cashequivalents approximates fair value due to their short-term maturity. Investments with maturities ofmore than three months are classified as marketable securities. Interest earned is classified inInterest income in the Consolidated Statements of Operations.

Property, equipment and leasehold improvements. The Company leases all of its facilities andcertain equipment. These leases are all classified as operating leases in accordance with FASB ASCTopic 840. The cost of these operating leases, including any contractual rent increases, rentconcessions, and landlord incentives, are recognized ratably over the life of the related leaseagreement. Lease expense was $33.8 million, $31.5 million, and $30.8 million in 2015, 2014, and 2013,respectively.

Equipment, leasehold improvements, and other fixed assets owned by the Company arerecorded at cost less accumulated depreciation. Except for leasehold improvements, these fixedassets are depreciated using the straight-line method over the estimated useful lives of the assets.Leasehold improvements are amortized using the straight-line method over the shorter of the

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08595

estimated useful lives of the improvement or the remaining term of the related lease. The Companyhad total depreciation expense of $33.8 million, $31.2 million, and $29.0 million in 2015, 2014, and2013, respectively. The Company’s total fixed assets, less accumulated depreciation and amortization,consisted of the following (in thousands):

CategoryUseful Life(Years) 2015 2014

December 31,

Computer equipment and software . . . . . . . . . . . . . . . . . . . . . . . 2–7 $ 148,195 $ 144,293Furniture and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3–8 39,072 37,221Leasehold improvements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2–15 87,103 78,094

$ 274,370 $ 259,608Less—accumulated depreciation and amortization . . . . . . . . (165,637) (161,618)

Property, equipment, and leasehold improvements, net. . . $ 108,733 $ 97,990

The Company incurs costs to develop internal use software used in our operations, and certainof these costs meeting the criteria outlined in FASB ASC Topic No. 350 are capitalized andamortized over future periods. Net capitalized development costs for internal use software was$14.1 million at both December 31, 2015 and 2014, which is included in the Computer equipmentand software category above. Amortization of capitalized internal software development costs, whichis classified in Depreciation in the Consolidated Statements of Operations, totaled $8.2 million ineach of the three years ended December 31, 2015.

Intangible assets. The Company has amortizable intangible assets which are amortized againstearnings using the straight-line method over their expected useful lives. Changes in intangible assetssubject to amortization during the two-year period ended December 31, 2015 are as follows (inthousands):

December 31, 2015TradeNames

CustomerRelationships Content Software

Non-Compete Total

Gross cost, December 31, 2014 . . . . . . . $ 6,924 $27,933 $ 3,560 $ 6,569 $ 9,272 $ 54,258Additions due to acquisitions(1) . . . . . . . 3,260 42,620 2,000 11,656 20,075 79,611Intangibles fully amortized . . . . . . . . . . . . (6,013) (7,210) — — — (13,223)Foreign currency translation impact. . . (27) (483) (110) (2,006) (17) (2,643)

Gross cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,144 62,860 5,450 16,219 29,330 118,003Accumulated amortization(3),(4) . . . . . . . . (681) (9,028) (3,525) (3,699) (4,526) (21,459)

Balance, December 31, 2015 . . . . . . . . . . $ 3,463 $53,832 $ 1,925 $12,520 $24,804 $ 96,544

December 31, 2014TradeNames

CustomerRelationships Content Software

Non-Compete Total

Gross cost, December 31, 2013 . . . . . . . . $ 6,023 $ 10,146 $ 3,496 $ 2,143 $ — $ 21,808Additions due to acquisitions(1) . . . . . . . . 915 18,054 206 5,000 7,800 31,975Non-competition agreement(2) . . . . . . . . . — — — — 1,500 1,500Foreign currency translation impact . . . (14) (267) (142) (574) (28) (1,025)

Gross cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,924 27,933 3,560 6,569 9,272 54,258Accumulated amortization(3),(4) . . . . . . . . . (6,202) (11,072) (2,246) (2,603) (1,446) (23,569)

Balance, December 31, 2014. . . . . . . . . . . $ 722 $ 16,861 $ 1,314 $ 3,966 $ 7,826 $ 30,689

(1) The additions are due to the Company’s acquisitions. See Note 2—Acquisitions for additionalinformation.

(2) The non-competition intangible relates to a separation agreement with the Company’s formerCFO.

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16915

(3) Intangible assets are amortized against earnings over the following periods: Trade name—2 to 4years; Customer relationships 4 to 7 years; Content—1.5 to 4 years; Software—3 years; Non-compete—3 to 5 years.

(4) Aggregate amortization expense related to intangible assets was $13.3 million, $8.2 million, and$5.4 million in 2015, 2014, and 2013, respectively.

The estimated future amortization expense by year from amortizable intangibles is as follows (inthousands):

2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $24,0742017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21,4682018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18,8182019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14,3212020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12,449Thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,414

$96,544

Goodwill. Goodwill represents the excess of the purchase price of acquired businesses over theestimated fair value of the tangible and identifiable intangible net assets acquired. The evaluation ofthe recoverability of goodwill is performed in accordance with FASB ASC No. Topic 350, whichrequires an annual assessment of potential goodwill impairment at the reporting unit level andwhenever events or changes in circumstances indicate that the carrying value of goodwill may not berecoverable.

The required annual assessment of the recoverability of recorded goodwill can be eitherquantitative or qualitative in nature, or a combination of the two. Both methods require the use ofestimates which in turn contain judgments and assumptions regarding future trends and events. As aresult, both the precision and reliability of the resulting estimates are subject to uncertainty. If ourannual goodwill impairment evaluation determines that the fair value of a reporting unit is less thanits related carrying amount, we may recognize an impairment charge against earnings. We conducteda quantitative assessment of the fair value of all of the Company’s reporting units during the thirdquarter of 2015. The results of this test determined that the fair values of the Company’s reportingunits continue to exceed their respective carrying values.

The following table presents changes to the carrying amount of goodwill by segment during thetwo-year period ended December 31, 2015 (in thousands):

Research Consulting Events Total

Balance, December 31, 2013(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $376,568 $100,677 $41,958 $519,203Additions due to acquisitions(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . 78,373 — — 78,373Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . (9,481) (1,260) (170) (10,911)

Balance, December 31, 2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $445,460 $ 99,417 $41,788 $586,665Additions due to acquisitions(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . 138,053 — — 138,053Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . (8,221) (1,005) (133) (9,359)

Balance, December 31, 2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $575,292 $ 98,412 $41,655 $715,359

(1) The Company does not have any accumulated goodwill impairment losses.

(2) The addition are due to the Company’s acquisitions (See Note 2—Acquisitions for additionaldiscussion). All of the recorded goodwill from these acquisitions has been included in theResearch segment.

Impairment of long-lived assets. The Company’s long-lived assets primarily consist of intangibleassets other than goodwill and property, equipment, and leasehold improvements. The Company

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13560

reviews its long-lived assets for impairment whenever events or changes in circumstances indicatethat the carrying amount of the respective asset may not be recoverable. Such evaluation may bebased on a number of factors including current and projected operating results and cash flows,changes in management’s strategic direction as well as external economic and market factors. TheCompany evaluates the recoverability of these assets by determining whether the balance can berecovered through undiscounted future operating cash flows. If events or circumstances indicate thatthe carrying value might not be recoverable based on undiscounted future operating cash flows, animpairment loss would be recognized. The amount of impairment, if any, is measured based on thedifference between projected discounted future operating cash flows using a discount rate reflectingthe Company’s average cost of funds and the carrying value of the asset. The Company did notrecord any impairment charges for long-lived assets during the three year period endedDecember 31, 2015.

Pension obligations. The Company has defined-benefit pension plans in several of itsinternational locations (see Note 13—Employee Benefits). Benefits earned under these plans aregenerally based on years of service and level of employee compensation. The Company accounts fordefined benefit plans in accordance with the requirements of FASB ASC Topic No. 715. TheCompany determines the periodic pension expense and related liabilities for these plans throughactuarial assumptions and valuations. The Company recognized $3.5 million, $3.4 million, and$3.8 million of expense for these plans in 2015, 2014, and 2013, respectively. The Company classifiespension expense in SG&A in the Consolidated Statements of Operations.

Debt. The Company presents amounts borrowed in the Consolidated Balance Sheets atamortized cost. Interest accrued on amounts borrowed is classified in Interest expense in theConsolidated Statements of Operations. The Company refinanced its debt in 2014 and had$825.0 million of debt outstanding at December 31, 2015 (see Note 5—Debt for additionalinformation).

Foreign currency exposure. The functional currency of our foreign subsidiaries is typically thelocal currency. All assets and liabilities of foreign subsidiaries are translated into U.S. dollars atexchange rates in effect at the balance sheet date. Income and expense items are translated ataverage exchange rates for the year. The resulting translation adjustments are recorded as foreigncurrency translation adjustments, a component of Accumulated other comprehensive (loss) income,net within the Stockholders’ (deficit) equity section of the Consolidated Balance Sheets.

Currency transaction gains or losses arising from transactions denominated in currencies otherthan the functional currency of a subsidiary are recognized in results of operations in Other income(expense), net within the Consolidated Statements of Operations. The Company had net currencytransaction losses of $(2.6) million, $(1.7) million, and $(0.9) million in 2015, 2014, and 2013,respectively. The Company enters into foreign currency forward exchange contracts to mitigate theeffects of adverse fluctuations in foreign currency exchange rates on these transactions. Thesecontracts generally have a short duration and are recorded at fair value with both realized andunrealized gains and losses recorded in Other expense, net. The net (loss) gain from these contractswas $(0.1) million, $0.6 million, and $(0.1) million in 2015, 2014, and 2013, respectively.

Comprehensive income. The Company reports comprehensive income in a separate statementtermed the Consolidated Statements of Comprehensive Income, which is included herein. TheCompany’s comprehensive income disclosures are included in Note 7—Stockholders’ (Deficit)Equity.

Fair value disclosures. The Company has a limited number of assets and liabilities that areadjusted to fair value at each balance sheet date. The Company’s fair value disclosures are includedin Note 12—Fair Value Disclosures.

Concentrations of credit risk. Assets that may subject the Company to concentration of creditrisk consist primarily of short-term, highly liquid investments classified as cash equivalents, fees

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18057

receivable, interest rate swaps, and a pension reinsurance asset. The majority of the Company’s cashequivalent investments and its interest rate swap contracts are with investment grade commercialbanks. Accounts receivable balances deemed to be collectible from customers have limitedconcentration of credit risk due to our diverse customer base and geographic dispersion. TheCompany’s pension reinsurance asset (see Note 13—Employee Benefits) is maintained with a largeinternational insurance company that was rated investment grade as of December 31, 2015.

Stock repurchase programs. The Company records the cost to repurchase its own commonshares to treasury stock. During 2015, 2014 and 2013, the Company used $509.0 million, $432.0million, and $181.7 million, respectively, in cash for stock repurchases (see Note 7—Stockholders’(Deficit) Equity). Shares repurchased by the Company are added to treasury shares and are notretired.

Adoption of new accounting rules. The Company adopted the following new accounting rules inthe year ended December 31, 2015:

Balance Sheet Classification of Deferred Taxes—The Company early adopted FASB AccountingStandard Update No. 2015-17, “Income Taxes: Balance Sheet Classification of Deferred Taxes” onDecember 31, 2015. Under ASU No. 2015-17, organizations that present a classified balance arerequired to classify deferred taxes as noncurrent assets or noncurrent liabilities. The Company earlyadopted the standard on a prospective basis and prior period balance sheets were not retrospectivelyadjusted. The impact of the reclassification of these amounts on the Company’s December 31, 2015balance sheet was immaterial.

Discontinued Operations—The Company adopted FASB Accounting Standards Update No.2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of anEntity” on January 1, 2015, which changes the criteria for determining which disposal transactionscan be presented as discontinued operations and modifies related disclosure requirements. Under thenew guidance, a discontinued operation is defined as a disposal of a component or group ofcomponents that is disposed of or is classified as held for sale and represents a strategic shift thathas (or will have) a major effect on an entity’s operations and financial results. The adoption of therule did not have an impact on the Company’s consolidated financial statements at adoption.However, the rule may impact the Company’s consolidated financial statements in future periods ifthe Company has a discontinued operation.

Recently issued accounting rules. The FASB has also issued accounting rules that have not yetbecome effective and that may impact the Company’s consolidated financial statements or relateddisclosures in future periods. These rules and their potential impact are discussed below:

Business Combinations—In September 2015, the FASB issued Accounting Standards Update(ASU) 2015-16, “Business Combinations—Simplifying the Accounting for Measurement-PeriodAdjustments” (“ASU No. 2015-16”). ASU No. 2015-16 requires the recognition of adjustments tobusiness combination provisional amounts, that are identified during the measurement period, in thereporting period in which the adjustments are determined. The effects of the adjustments toprovisional amounts on depreciation, amortization or other income effects should be recognized incurrent-period earnings as if the accounting had been completed at the acquisition date. Disclosureof the portion of the adjustment recorded in current-period earnings that would have been reportedin prior reporting periods if the adjustment to the provisional amounts had been recognized at theacquisition date is also required. The rule is to be applied retrospectively and is effective forGartner on January 1, 2016. ASU No. 2015-16 will not have an impact on the Company’sconsolidated financial statements at the date of adoption. However, ASU No. 2016-16 could have animpact on the Company’s consolidated financial statements in the future if a transaction occurswithin the scope of the rule.

Debt Issuance Cost Presentation—In April 2015, the FASB issued ASU No. 2015-03, “Simplifyingthe Presentation of Debt Issuance Costs,” which amends the current presentation of debt issuance

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16861

costs in the financial statements. ASU No. 2015-03 requires that debt issuance costs related to arecognized debt liability be presented in the balance sheet as a direct deduction from the carryingamount of that debt liability, consistent with debt discounts, instead of a deferred asset. Theamendment is to be applied retrospectively and is effective for Gartner on January 1, 2016. Theadoption of the new guidance will likely result in some minor presentation changes to theCompany’s consolidated balance sheet and disclosures.

Revenue Recognition—In May 2014, the FASB issued ASU No. 2014-09, “Revenue fromContracts with Customers” (“ASU No. 2014-09”). ASU No. 2014-09 and a related amendment isintended to clarify the principles for recognizing revenue by removing inconsistencies andweaknesses in revenue recognition requirements; providing a more robust framework for addressingrevenue issues; improving comparability of revenue recognition practices across entities, industries,jurisdictions and capital markets; and providing more useful information to users of financialstatements through improved revenue disclosure requirements. ASU No. 2014-09 is effective forGartner on January 1, 2018. We continue to evaluate the impact of ASU No. 2014-09.

The FASB also continues to work on a number of significant accounting rules which if issuedcould materially impact the Company’s accounting policies and disclosures in future periods.However, since these rules have not yet been issued, the effective dates and potential impact areunknown.

2—ACQUISITIONS

The Company completed the following business acquisitions during the years endedDecember 31:

2015

The Company acquired 100% of the outstanding capital stock of each of Nubera eBusiness S.L.,based in Barcelona, Spain (“Nubera”) on July 1, 2015 and Capterra, Inc., based in Arlington,Virginia (“Capterra”) on September 24, 2015. Both of these acquired businesses assist organizationsin selecting the right business software for their needs.

The following table provides information regarding the cash paid for the Company’s 2015acquisitions (in millions):

Total

Aggregate purchase price(1),(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $206.9Less: cash acquired(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (10.7)

Net cash paid during 2015(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $196.2

(1) The aggregate purchase price represents the gross cash paid for 100% of the outstanding capitalstock of the acquired businesses. This includes $179.2 million paid for Capterra and approximately$27.7 million paid for Nubera.

(2) The aggregate purchase price includes $30.0 million placed in escrow to cover potentialindemnification claims. Of this amount, $25.6 million is restricted cash and is reported in OtherAssets on the Company’s Condensed Consolidated Balance Sheets.

(3) Cash acquired represents the amount of cash from the acquired businesses. The net cash paidrepresents the amount paid for cash flow reporting purposes.

In addition to the aggregate purchase price paid for these businesses, the Company may also berequired to pay up to an additional $32.0 million in cash in the future subject to the continuingemployment of certain key employees. The $32.0 million is being recognized as compensation

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09102

expense over three years and will be reported in the line Acquisition and Integration Charges in theConsolidated Statements of Operations.

The following table summarizes the preliminary allocation of the purchase price to the fairvalue of the assets and liabilities assumed in the 2015 acquisitions (in millions):

Total

Assets:Cash. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 10.7Receivables and other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12.8Amortizable intangible assets(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 79.6Goodwill(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 138.1

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $241.2

Liabilities:Payables and accrueds(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 34.3

Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 34.3

Net assets acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $206.9

(1) Includes $68.5 million and $121.1 million of amortizable intangible assets and goodwill,respectively, for Capterra and approximately $11.1 million and $17.0 million of amortizableintangible assets and goodwill, respectively, for Nubera.

(2) Includes $25.6 million Capterra escrow liability. The escrow liability is scheduled to be paid inlate 2017 from restricted cash.

The Company considers the allocation of the purchase price to be preliminary with respect tothe completion of certain tax contingencies and the finalization of working capital adjustments. TheCompany believes the recorded goodwill is supported by the anticipated revenue synergies resultingfrom the acquisitions. The operating results of the acquired businesses and the related goodwill arebeing reported in the Company’s Research segment. The Company’s financial statements include theoperating results of the acquired businesses beginning from their respective acquisition dates, whichwere not material to either the Company’s consolidated operating results or Research segmentresults for 2015. Had the Company acquired these businesses in prior periods, the impact to theCompany’s operating results for prior periods would not have been material, and as a result proforma financial information for prior periods has not been presented.

2014

The Company acquired 100% of the outstanding shares of three companies, Software Advice,Inc., (“Software Advice”), Market-Visio Oy (“Market-Visio”), and SircleIT Inc. during 2014. Theaggregate purchase price of these acquisitions was $115.4 million. Software Advice assists customerswith software purchases, while Market-Visio was previously an independent sales agent of Gartnerresearch products. SircleIT Inc. is a developer of cloud-based knowledge automation software. Forcash flow reporting the Company paid $109.9 million in cash on a net basis in 2014 for theseacquisitions. In addition, the Company placed $14.4 million in escrow, of which $0.8 million was paidout in 2015. The Company recorded $110.3 million of goodwill and other intangible assets related tothe 2014 acquisitions and $5.1 million of other assets on a net basis.

In addition to the aggregate purchase price paid, the Company was also obligated to pay up toan additional $31.9 million for one of the acquisitions. Payment of this amount was subject to thecontinuing employment of certain key personnel and the satisfaction of certain indemnity claims.The $31.9 million is being recognized as compensation expense over the two-year service period ofthe relevant employees and is classified in the line item Acquisition and integration charges in the

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02416

Consolidated Statements of Operations. The Company paid $9.2 million of the $31.9 million in early2015 and anticipates that it will pay the remaining $22.7 million during the first half of 2016, ofwhich $13.6 million will be paid from escrow.

3—OTHER ASSETS

Other assets consist of the following (in thousands):

2015 2014

December 31,

Security deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 6,699 $ 4,951Debt issuance costs, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,169 7,781Benefit plan-related assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42,168 43,293Non-current deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26,418 17,960Acquisition escrow—restricted cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25,625 14,363Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,974 4,001

Total other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $113,053 $92,349

4—ACCOUNTS PAYABLE, ACCRUED, AND OTHER LIABILITIES

Accounts payable and accrued liabilities consist of the following (in thousands):

2015 2014

December 31,

Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 31,570 $ 16,802Payroll and employee benefits payable. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 85,575 79,831Severance and retention bonus payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38,557 26,965Bonus payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 90,989 83,000Commissions payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 66,054 64,888Taxes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13,714 18,538Professional, consulting, audit fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10,164 9,429Other accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51,068 54,308

Total accounts payable and accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . $387,691 $353,761

Other liabilities consist of the following (in thousands):

2015 2014

December 31,

Non-current deferred revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 7,603 $ 7,056Interest rate swap liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,132 2,900Long-term taxes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13,784 8,506Deferred rent . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15,207 16,667Benefit plan-related liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 62,675 64,994Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 89,193 42,839

Total other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $193,594 $142,962

5—DEBT

2014 Credit Agreement

The Company has a $1.5 billion credit arrangement (the “2014 Credit Agreement”) thatprovides for a five-year, $400.0 million term loan and a $1.1 billion revolving credit facility. Inaddition, the 2014 Credit Agreement contains an expansion feature by which the term loan andrevolving credit facility may be increased, at the Company’s option and under certain conditions, byup to an additional $500.0 million in the aggregate.

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08571

The term loan will be repaid in 16 consecutive quarterly installments which commenced onMarch 31, 2015, plus a final payment due in December 2019, and may be prepaid at any timewithout penalty or premium (other than applicable breakage costs) at the Company’s option. Therevolving credit facility may be used for loans, and up to $40.0 million may be used for letters ofcredit. The revolving loans may be borrowed, repaid and re-borrowed until December 2019, at whichtime all amounts borrowed must be repaid.

Amounts borrowed under the 2014 Credit Agreement bear interest at a rate equal to, atGartner’s option, either:

(1) the greater of: (i) the administrative agent’s prime rate; (ii) the average rate onovernight federal funds plus 1/2 of 1%; (iii) the eurodollar rate (adjusted for statutory reserves)plus 1%; in each case plus a margin equal to between 0.125% and 0.50% depending onGartner’s consolidated leverage ratio as of the end of the four consecutive fiscal quarters mostrecently ended; or

(2) the eurodollar rate (adjusted for statutory reserves) plus a margin equal to between1.125% and 1.50%, depending on Gartner’s leverage ratio as of the end of the four consecutivefiscal quarters most recently ended.

The 2014 Credit Agreement contains certain customary restrictive loan covenants, including,among others, financial covenants requiring a maximum leverage ratio, a minimum interest expensecoverage ratio, and covenants limiting Gartner’s ability to incur indebtedness, grant liens, makeacquisitions, be acquired, dispose of assets, pay dividends, repurchase stock, make capitalexpenditures, make investments and enter into certain transactions with affiliates. The Company wasin full compliance with the loan covenants as of December 31, 2015.

The following table summarizes the Company’s total outstanding borrowings (in thousands):

Description:

AmountOutstandingDecember 31,

2015

AmountOutstandingDecember 31,

2014

Term loan(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $380,000 $400,000Revolver(1),(2). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 440,000 —Other(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,000 5,000

Total(4),(5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $825,000 $405,000

(1) The contractual annual interest rate as of December 31, 2015 on both the term loan and therevolver was 1.80%, which consisted of a floating Eurodollar base rate of 0.42% plus a margin of1.38%. However, the Company has interest rate swap contracts which convert the floatingeurodollar base rate to a fixed base rate on $700.0 million of borrowings (see below).

(2) The Company had $656.0 million of available borrowing capacity on the revolver (not includingthe expansion feature) as of December 31, 2015.

(3) Consists of a $5.0 million State of Connecticut economic development loan with a 3.0% fixed rateof interest. The loan was originated in 2012 and has a 10 year maturity. Principal payments aredeferred for the first five years and the loan may be repaid at any point by the Company withoutpenalty. The loan has a principal forgiveness provision in which up to $2.5 million of the loanmay be forgiven if the Company meets certain employment targets during the first five years ofthe loan.

(4) As of December 31, 2015, $35.0 million of the debt was classified as short term and$790.0 million was classified as long term on the Consolidated Balance Sheets.

(5) The weighted-average annual interest rate on the Company’s outstanding debt as ofDecember 31, 2015 was 2.76%, which includes the impact of the Company’s interest swapcontracts.

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84642

Interest Rate Hedges

The Company has three fixed-for-floating interest rate swap contracts which it designates asaccounting hedges of the forecasted interest payments on $700.0 million of the Company’s variablerate borrowings. The Company pays base fixed rates on these swaps ranging from 1.53% to 1.60%and in return receives a floating eurodollar base rate on $700.0 million of 30 day notionalborrowings.

The Company accounts for the interest rate swaps as cash flow hedges in accordance withFASB ASC Topic No. 815. Since the swaps hedge forecasted interest payments, changes in the fairvalue of the swaps are recorded in accumulated other comprehensive (loss) income, a component ofequity, as long as the swaps continue to be highly effective hedges of the designated interest raterisk. Any ineffective portion of change in the fair value of the hedges is recorded in earnings. All ofthe swaps were highly effective hedges of the forecasted interest payments as of December 31, 2015.The interest rate swaps had a total negative fair value to the Company as of December 31, 2015 and2014 of $5.1 million and $2.9 million, respectively, which is deferred and classified in accumulatedother comprehensive (loss) income, net of tax effect.

Letters of Credit

The Company had $8.2 million of letters of credit and related guarantees outstanding at year-end 2015. The Company issues these instruments in the ordinary course of business to facilitatetransactions with customers and others.

6—COMMITMENTS AND CONTINGENCIES

Contractual Lease Commitments. The Company leases various facilities, computer and officeequipment, furniture, and other assets under non-cancelable operating lease agreements expiringbetween 2016 and 2030. The future minimum annual cash payments under these operating leaseagreements as of December 31, 2015 were as follows (in thousands):

Year ended December 31,

2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 40,9102017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37,5652018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29,6492019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25,0742020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19,240Thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 111,555

Total minimum lease payments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $263,993

Legal Matters. We are involved in various legal and administrative proceedings and litigationarising in the ordinary course of business. The outcome of these individual matters is not predictableat this time. However, we believe that the ultimate resolution of these matters, after consideringamounts already accrued and insurance coverage, will not have a material adverse effect on ourfinancial position, results of operations, or cash flows in future periods.

Indemnifications. The Company has various agreements that may obligate us to indemnify theother party with respect to certain matters. Generally, these indemnification clauses are included incontracts arising in the normal course of business under which we customarily agree to hold theother party harmless against losses arising from a breach of representations related to such mattersas title to assets sold and licensed or certain intellectual property rights. It is not possible to predictthe maximum potential amount of future payments under these indemnification agreements due tothe conditional nature of the Company’s obligations and the unique facts of each particularagreement. Historically, payments made by us under these agreements have not been material. As ofDecember 31, 2015, we did not have any indemnification agreements that could require materialpayments.

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51860

7—STOCKHOLDERS’ (DEFICIT) EQUITY

Common stock. Holders of Gartner’s Common Stock, par value $.0005 per share (“CommonStock”) are entitled to one vote per share on all matters to be voted by stockholders. The Companydoes not currently pay cash dividends on its Common Stock. Also, our 2014 Credit Agreementcontains a negative covenant which may limit our ability to pay dividends. The following tablesummarizes transactions relating to Common Stock for the three years ending December 31, 2015:

IssuedShares

TreasuryStockShares

Balance at December 31, 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 156,234,415 62,873,100Issuances under stock plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — (2,037,091)Purchases for treasury(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 3,432,854

Balance at December 31, 2013 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 156,234,415 64,268,863Issuances under stock plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — (1,452,419)Purchases for treasury(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 5,897,446

Balance at December 31, 2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 156,234,415 68,713,890Issuances under stock plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — (1,003,746)Purchases for treasury(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 6,186,101

Balance at December 31, 2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 156,234,415 73,896,245

(1) The Company used a total of $509.0 million, $432.0 million, and $181.7 million in cash for sharerepurchases in 2015, 2014, and 2013, respectively.

Share repurchase authorization. The Company has a $1.2 billion board authorization torepurchase the Company’s common stock. The Company may repurchase its common stock fromtime-to-time in amounts and at prices the Company deems appropriate, subject to the availability ofstock, prevailing market conditions, the trading price of the stock, the Company’s financialperformance and other conditions. Repurchases may be made through open market purchases,private transactions or other transactions and will be funded from cash on hand and borrowingsunder the Company’s 2014 Credit Agreement. As of December 31, 2015, approximately $1.1 billionof this authorization remained available for repurchases.

Accumulated other comprehensive (loss) income, net. The following tables disclose informationabout changes in accumulated other comprehensive (loss) income (“AOCL/I”), a component ofequity, by component and the related amounts reclassified out of AOCL/I to income during theyears indicated (net of tax, in thousands)(1):

2015

InterestRate Swaps

DefinedBenefitPensionPlans

ForeignCurrencyTranslationAdjustments Total

Balance—December 31, 2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . $(1,740) $(6,028) $(13,402) $(21,170)Changes during the period:Change in AOCL/I before reclassifications to income . . . (6,356) 986 (23,089) (28,459)Reclassifications from AOCL/I to income during the

period(2),(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,017 210 — 5,227

Other comprehensive (loss) income for the period. . . . . . . (1,339) 1,196 (23,089) (23,232)

Balance—December 31, 2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . $(3,079) $(4,832) $(36,491) $(44,402)

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58481

2014

InterestRate Swap

DefinedBenefitPensionPlans

ForeignCurrencyTranslationAdjustments Total

Balance—December 31, 2013. . . . . . . . . . . . . . . . . . . . . . . . . . . . . $(3,903) $(1,811) $ 14,059 $ 8,345Changes during the period:Change in AOCL/I before reclassifications to income . . . . (292) (4,275) (27,461) (32,028)Reclassifications from AOCL/I to income during the

period(2),(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,455 58 — 2,513

Other comprehensive income (loss) for the period . . . . . . . 2,163 (4,217) (27,461) (29,515)

Balance—December 31, 2014. . . . . . . . . . . . . . . . . . . . . . . . . . . . . $(1,740) $(6,028) $(13,402) $(21,170)

(1) Amounts in parentheses represent debits (deferred losses).

(2) The reclassifications related to interest rate swaps (cash flow hedge) were recorded in Interestexpense, net of tax effect. See Note 11—Derivatives and Hedging for information regarding thehedges.

(3) The reclassifications related to defined benefit pension plans were recorded in Selling, generaland administrative expense, net of tax effect. See Note 13—Employee Benefits for informationregarding the Company’s defined benefit pension plans.

8—STOCK-BASED COMPENSATION

The Company grants stock-based compensation awards as an incentive for employees anddirectors to contribute to the Company’s long-term success. The Company currently awards stock-settled stock appreciation rights, service-based and performance-based restricted stock units, andcommon stock equivalents. At December 31, 2015, the Company had 7.0 million shares of CommonStock available for awards of stock-based compensation under its 2014 Long-Term Incentive Plan.

The Company accounts for stock-based compensation awards in accordance with FASB ASCTopics No. 505 and 718 and SEC Staff Accounting Bulletins No. 107 (“SAB No. 107”) and No. 110(“SAB No. 110”). Stock-based compensation expense is based on the fair value of the award on thedate of grant, which is then recognized as expense over the related service period, net of estimatedforfeitures. The service period is the period over which the related service is performed, which isgenerally the same as the vesting period. Currently, the Company issues treasury shares upon theexercise, release or settlement of stock-based compensation awards.

Determining the appropriate fair value model and calculating the fair value of stock-basedcompensation awards requires the input of certain complex and subjective assumptions, including theexpected life of the stock-based compensation awards and the Common Stock price volatility. Inaddition, determining the appropriate amount of associated periodic expense requires management toestimate the amount of employee forfeitures and the likelihood of the achievement of certainperformance targets. The assumptions used in calculating the fair value of stock-based compensationawards and the associated periodic expense represent management’s best estimates, which involveinherent uncertainties and the application of judgment. As a result, if factors change and theCompany deems it necessary in the future to modify the assumptions it made or to use differentassumptions, or if the quantity and nature of the Company’s stock-based compensation awardschanges, then the amount of expense may need to be adjusted and future stock-based compensationexpense could be materially different from what has been recorded in the current period.

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76710

The Company recognized the following amounts of stock-based compensation expense by awardtype for the years ended December 31 (in millions):

Award type: 2015 2014 2013

Stock appreciation rights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 5.7 $ 5.0 $ 5.2Common stock equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.6 0.6 0.6Restricted stock units . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 39.8 33.2 28.9

Total(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $46.1 $38.8 $34.7

(1) Includes charges of $20.1 million, $14.8 million, and $12.5 million in 2015, 2014 and 2013,respectively, for awards to retirement-eligible employees. These awards vest on an acceleratedbasis

Stock-based compensation expense was recognized by line item in the Consolidated Statementsof Operations for the years ended December 31 as follows (in millions):

Amount recorded in: 2015 2014 2013

Costs of services and product development . . . . . . . . . . . . . . . . . . . . . . . . . . . $20.6 $17.6 $15.3Selling, general, and administrative . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25.5 21.2 19.4

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $46.1 $38.8 $34.7

As of December 31, 2015, the Company had $47.9 million of total unrecognized stock-basedcompensation cost, which is expected to be recognized as stock-based compensation expense overthe remaining weighted-average service period of approximately 2.2 years.

Stock-Based Compensation Awards

The following disclosures provide information regarding the Company’s stock-basedcompensation awards, all of which are classified as equity awards in accordance with FASB ASCTopic No. 505:

Stock Appreciation Rights

Stock-settled stock appreciation rights (SARs) permit the holder to participate in theappreciation of the Company’s Common Stock. SARs are settled in shares of Common Stock by theemployee once the applicable vesting criteria have been met. SARs vest ratably over a four-yearservice period and expire seven years from the grant date. The fair value of SARs awards isrecognized as compensation expense on a straight-line basis over four years. SARs have only beenawarded to the Company’s executive officers.

When SARs are exercised, the number of shares of Common Stock issued is calculated asfollows: (1) the total proceeds from the SARs exercise (calculated as the closing price of theCommon Stock on the date of exercise less the exercise price of the SARs, multiplied by thenumber of SARs exercised) is divided by (2) the closing price of the Common Stock as reported onthe New York Stock Exchange on the exercise date. The Company withholds a portion of the sharesof Common Stock issued upon exercise to satisfy minimum statutory tax withholding requirements.SARs recipients do not have any stockholder rights until after actual shares of Common Stock areissued in respect of the award, which is subject to the prior satisfaction of the vesting and othercriteria relating to such grants.

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50091

The following table summarizes changes in SARs outstanding for the year ended December 31,2015:

SARs inmillions

Per ShareWeighted-Average

Exercise Price

Per ShareWeighted-Average

Grant DateFair Value

Weighted-Average

RemainingContractual

Term

Outstanding at December 31, 2014 . . . . . . . . . . . . . . . . . . . 1.4 $44.44 $13.26 4.34 yearsGranted. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.3 77.92 17.56 6.11 yearsForfeited. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — — —Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (0.4) 32.53 11.35 na

Outstanding at December 31, 2015(1),(2) . . . . . . . . . . . . . . . 1.3 $56.47 $14.92 4.46 years

Vested and exercisable at December 31, 2015(2) . . . . . . 0.5 $43.51 $13.49 3.38 years

na = not applicable

(1) At December 31, 2015, 0.8 million of these SARs were unvested. The Company expects thatsubstantially all of these unvested awards will vest in future periods.

(2) At December 31, 2015, SARs outstanding had an intrinsic value of $45.8 million. SARs vestedand exercisable had an intrinsic value of $23.7 million.

The fair value of the SARs granted was estimated on the date of grant using the Black-Scholes-Merton valuation model with the following weighted-average assumptions for the years endedDecember 31:

2015 2014 2013

Expected dividend yield(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —% —% —%Expected stock price volatility(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24% 25% 35%Risk-free interest rate(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.5% 1.3% 0.8%Expected life in years(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4.41 4.43 4.49

(1) The dividend yield assumption is based on both the history and expectation of the Company’sdividend payouts. Historically the Company has not paid cash dividends on its Common Stock.

(2) The determination of expected stock price volatility was based on both historical Common Stockprices and the implied volatility from publicly traded options in Common Stock.

(3) The risk-free interest rate is based on the yield of a U.S. Treasury security with a maturitysimilar to the expected life of the award.

(4) The expected life represents the Company’s weighted-average estimate of the period of time theSARs are expected to be outstanding (that is, the period between the service inception date andthe expected exercise date).

Restricted Stock Units

Restricted stock units (RSUs) give the awardee the right to receive shares of Common Stockwhen the vesting conditions are met and the restrictions lapse, and each RSU that vests entitles theawardee to one common share. RSU awardees do not have any of the right of a Gartnerstockholder, including voting rights and the right to receive dividends and distributions, until theshares are released.

The fair value of RSUs is determined on the date of grant based on the closing price of theCommon Stock as reported by the New York Stock Exchange on that date. Service-based RSUs vestratably over four years and are expensed on a straight-line basis over four years. Performance-based

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RSUs are subject to both performance and service conditions, vest ratably over four years, and areexpensed on an accelerated basis.

The following table summarizes the changes in RSUs outstanding during the year endedDecember 31, 2015:

RestrictedStock Units(RSUs)

(in millions)

Per ShareWeightedAverage

Grant DateFair Value

Outstanding at December 31, 2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.4 $50.76Granted(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.6 79.22Vested and released . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (0.6) 47.82Forfeited. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — —

Outstanding at December 31, 2015(2),(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.4 $62.80

(1) The 0.6 million RSUs granted in 2015 consisted of 0.3 million performance-based RSUs awardedto executives and 0.3 million service-based RSUs awarded to non-executive employees and non-management board members. The aggregate target number of performance-based RSUs awardedin 2015 was 0.2 million but the final award was subject to the adjustment from 0% to 200% ofthe target number depending upon the level achieved in the Company’s subscription-basedresearch contract value (“CV”) measured at December 31, 2015. The actual CV level achievedfor 2015 resulted in an adjustment of 160% to the target number of performance-based RSUsawarded, which in turn resulted in the final grant of approximately 0.3 million performance-basedRSUs to the executives for 2015.

(2) The Company expects that substantially all of the outstanding awards at December 31, 2015 willvest in future periods.

(3) The weighted-average remaining contractual term of the outstanding RSUs is approximately1 year.

Common Stock Equivalents

Common stock equivalents (CSEs) are convertible into Common Stock and each CSE entitlesthe holder to one common share. Members of our Board of Directors receive directors’ fees payablein CSEs unless they opt to receive up to 50% of the fees in cash. Generally, the CSEs have nodefined term and are converted into common shares when service as the director terminates unlessthe director has elected an accelerated release. The fair value of the CSEs is determined on the dateof grant based on the closing price of the Common Stock as reported by the New York StockExchange on that date. CSEs vest immediately and as a result are recorded as expense on the dateof grant.

The following table summarizes the changes in CSEs outstanding for the year endedDecember 31, 2015:

Common StockEquivalents

(CSEs)

Per ShareWeightedAverage

Grant DateFair Value

Outstanding at December 31, 2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 104,203 $18.65Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7,443 85.15Converted to common shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (5,982) 85.12

Outstanding at December 31, 2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 105,664 $19.57

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58500

Employee Stock Purchase Plan

The Company has an employee stock purchase plan (the “ESP Plan”) under which eligibleemployees are permitted to purchase Common Stock through payroll deductions, which may notexceed 10% of an employee’s compensation (or $23,750 in any calendar year), at a price equal to95% of the closing price of the Common Stock as reported by the New York Stock Exchange at theend of each offering period. At December 31, 2015, the Company had approximately 1.0 millionshares available for purchase under the ESP Plan. The ESP Plan is considered non-compensatoryunder FASB ASC Topic No. 718, and as a result the Company does not record stock-basedcompensation expense for employee share purchases. The Company received $7.5 million,$7.8 million, and $6.0 million in cash from share purchases under the ESP Plan and exercises ofstock options during 2015, 2014, and 2013, respectively.

9—COMPUTATION OF EARNINGS PER SHARE

Basic earnings per share (“EPS”) is computed by dividing net income by the weighted averagenumber of shares of Common Stock outstanding for the period. Diluted EPS reflects the potentialdilution of securities that could share in earnings. When the impact of common share equivalents isanti-dilutive, they are excluded from the calculation.

The following table sets forth the reconciliation of the basic and diluted earnings per sharecomputations for the years ended December 31 (in thousands, except per share amounts):

2015 2014 2013

Numerator:Net income used for calculating basic and diluted earnings

per common share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $175,635 $183,766 $182,801

Denominator:(1)

Weighted average number of common shares used in thecalculation of basic earnings per share . . . . . . . . . . . . . . . . . . . . . . 83,852 89,337 93,015

Common share equivalents associated with stock-basedcompensation plans. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,204 1,382 1,815

Shares used in the calculation of diluted earnings per share . . . 85,056 90,719 94,830

Earnings per share:Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2.09 $ 2.06 $ 1.97

Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2.06 $ 2.03 $ 1.93

(1) The Company repurchased 6.2 million, 5.9 million, and 3.4 million shares of its Common Stock in2015, 2014, and 2013, respectively.

The following table presents the number of common share equivalents that were not included inthe computation of diluted EPS in the table above because the effect would have been anti-dilutive.During periods with net income, these common share equivalents were anti-dilutive because theirexercise price was greater than the average market value of a share of Common Stock during theperiod.

2015 2014 2013

Anti-dilutive common share equivalents as of December 31(in millions): . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.3 0.3 0.3

Average market price per share of Common Stock during theyear . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $86.02 $73.27 $57.50

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10—INCOME TAXES

Following is a summary of the components of income before income taxes for the years endedDecember 31 (in thousands):

2015 2014 2013

U.S.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $165,848 $188,963 $186,330Non-U.S.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 106,363 85,720 80,109

Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $272,211 $274,683 $266,439

The expense for income taxes on the above income consists of the following components (inthousands):

2015 2014 2013

Current tax expense:U.S. federal. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $48,801 $49,281 $20,215State and local. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10,300 5,135 4,928Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23,225 16,653 17,167

Total current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 82,326 71,069 42,310Deferred tax (benefit) expense:U.S. federal. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (884) (6,670) 18,824State and local. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (702) 6,477 2,742Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,550 779 (4,688)

Total deferred. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (36) 586 16,878

Total current and deferred . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 82,290 71,655 59,188Benefit (expense) relating to interest rate swaps used toincrease (decrease) equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 893 (1,442) (1,405)

Benefit from stock transactions with employees used toincrease equity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13,960 18,704 25,373

Benefit (expense) relating to defined-benefit pensionadjustments used to increase (decrease) equity . . . . . . . . . . . . (567) 2,000 482

Total tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $96,576 $90,917 $83,638

Current and long-term deferred tax assets and liabilities are comprised of the following (inthousands):

2015 2014

December 31,

Accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 67,888 $ 67,066Loss and credit carryforwards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8,522 13,350Assets relating to equity compensation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22,686 19,920Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,712 3,420

Gross deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 105,808 103,756Property, equipment, and leasehold improvements . . . . . . . . . . . . . . . . . . . . (9,904) (10,817)Intangible assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (55,275) (29,400)Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (28,535) (26,584)Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (7,244) (3,591)

Gross deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (100,958) (70,392)Valuation allowance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (1,828) (570)

Net deferred tax assets(1). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 3,022 $ 32,794

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(1) The reduction in net deferred tax assets year-over-year is primarily attributable to the recognitionof deferred tax liabilities for purchased intangibles in conjunction with the Company’s 2015acquisitions.

The Company early adopted FASB Accounting Standard Update No. 2015-17, “Income Taxes:Balance Sheet Classification of Deferred Taxes” on December 31, 2015. Under ASU No. 2015-17,organizations that present a classified balance are required to classify deferred taxes as noncurrentassets or noncurrent liabilities. The Company early adopted the standard on a prospective basis andprior period balance sheets were not retrospectively adjusted. The impact of the reclassification ofthese amounts on the Company’s December 31, 2015 balance sheet was immaterial.

Pursuant to the adoption of ASU No. 2015-17, the Company had no current deferred tax assetsor liabilities as of December 31, 2015. As of December 31, 2014, current net deferred tax assets andcurrent net deferred tax liabilities were $17.5 million and $2.1 million, respectively, and are reportedin Prepaid expenses and other current assets and Accounts payable and accrued liabilities in theConsolidated Balance Sheets. Long-term net deferred tax assets and long-term net deferred taxliabilities were $26.4 million and $23.4 million as of December 31, 2015 and $18.0 million and$0.6 million as of December 31, 2014, respectively, and are reported in Other assets and Otherliabilities in the Consolidated Balance Sheets. Management has concluded it is more likely than notthat the reversal of deferred tax liabilities and results of future operations will generate sufficienttaxable income to realize the deferred tax assets, net of the valuation allowance at December 31,2015.

The valuation allowances of $1.8 million as of December 31, 2015 and $0.6 million as of 2014,primarily relate to net operating losses which are not likely to be realized.

As of December 31, 2015, the Company had state and local tax net operating loss carryforwardsof $5.5 million, of which $0.4 million expire within one to five years, $3.1 million expire within six tofifteen years, and $2.0 million expire within sixteen to twenty years. The Company also had state taxcredits of $1.2 million which will largely expire within two to five years. As of December 31, 2015,the Company had non-U.S. net operating loss carryforwards of $23.9 million, of which $0.3 millionexpire over the next 20 years and $23.6 million can be carried forward indefinitely. In addition, theCompany also had foreign tax credit carryforwards of $0.3 million, the majority of which will expireat the end of 2026. These amounts have been reduced for unrecognized tax benefits, consistent withFASB ASU 2013-11.

The differences between the U.S. federal statutory income tax rate and the Company’s effectivetax rate on income before income taxes for the years ended December 31 follow:

2015 2014 2013

Statutory tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35.0% 35.0% 35.0%State income taxes, net of federal benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . 3.4 3.1 3.2Effect of non-U.S. operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (7.7) (7.0) (6.1)Record (release) reserve for tax contingencies . . . . . . . . . . . . . . . . . . . . . . 3.0 2.6 0.9Record (release) valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.5 — (0.5)Other items, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.3 (0.6) (1.1)

Effective tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35.5% 33.1% 31.4%

In 2015 the Company decided to sell certain tax credits that would otherwise expire as a resultof an audit settlement and the enactment of tax legislation in Connecticut favorable to theCompany. The provision for income taxes includes a benefit for the audit settlement offset by anexpense for the reduction of tax credits sold or to be sold. Other income includes a gain of$6.8 million for the sale of tax credits.

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62632

For 2015 and 2014 state income taxes, net of federal tax benefit, include approximately$1.6 million and $1.3 million, respectively, of benefit relating to economic development tax creditsassociated with the renovation of the Company’s Stamford headquarters facility.

In July 2015, the United States Tax Court (the “Court”) issued an opinion relating to thetreatment of stock-based compensation expense in an inter-company cost-sharing arrangement. In itsopinion, the Court held that affiliated companies may exclude stock-based compensation expensefrom their cost-sharing arrangement. Because of uncertainty related to the final resolution of thislitigation and the recognition of potential benefits to the Company, the Company has not recordedany financial benefit associated with this decision. The Company will monitor developments relatedto this case and the potential impact of those developments on the Company’s current and futurefinancial statements.

As of December 31, 2015 and December 31, 2014, the Company had unrecognized tax benefitsof $25.9 million and $20.6 million, respectively. The increase is primarily attributable to positionstaken with respect to the exclusion of stock-based compensation expense from the Company’s cost-sharing arrangement. The unrecognized tax benefits as of December 31, 2015 related primarily to theutilization of certain tax attributes, state income tax positions, the ability to realize certain refundclaims, and intercompany transactions. It is reasonably possible that unrecognized tax benefits will bedecreased by $1.3 million within the next 12 months due to anticipated closure of audits and theexpiration of certain statutes of limitation.

Included in the balance of unrecognized tax benefits at December 31, 2015 are potentialbenefits of $20.8 million that if recognized would reduce the effective tax rate on income fromcontinuing operations. Also included in the balance of unrecognized tax benefits as of December 31,2015 are potential benefits of $5.1 million that, if recognized, would result in adjustments to othertax accounts, primarily deferred taxes and additional paid in capital.

The Company classifies uncertain tax positions not expected to be settled within one year aslong term liabilities. As of December 31, 2015 and December 31, 2014, the Company had$24.6 million and $15.7 million, respectively, related to long term uncertain tax positions.

The following is a reconciliation of the beginning and ending amount of unrecognized taxbenefits, excluding interest and penalties, for the years ending December 31 (in thousands):

2015 2014

Beginning balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $20,645 $14,488Additions based on tax positions related to the current year . . . . 5,150 6,351Additions for tax positions of prior years. . . . . . . . . . . . . . . . . . . . . . . . 7,839 4,112Reductions for tax positions of prior years . . . . . . . . . . . . . . . . . . . . . . (3,880) (2,317)Reductions for expiration of statutes . . . . . . . . . . . . . . . . . . . . . . . . . . . . (2,287) (1,027)Settlements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (960) (143)Change in foreign currency exchange rates . . . . . . . . . . . . . . . . . . . . . . (596) (819)

Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $25,911 $20,645

The Company accrues interest and penalties related to unrecognized tax benefits in its incometax provision. As of December 31, 2015 and December 31, 2014, the Company had $3.7 million and$3.3 million, respectively, of accrued interest and penalties related to unrecognized tax benefits.These amounts are in addition to the unrecognized tax benefits disclosed above. The total amount ofinterest and penalties recognized in the Consolidated Statements of Operations for the years endingDecember 31, 2015 and December 31, 2014 was $0.9 million and $0.1 million, respectively.

The number of years with open statutes of limitation varies depending on the tax jurisdiction.The Company’s statutes are open with respect to the U.S. federal jurisdiction for 2011 and forward,and India for 2003 and forward. For other major taxing jurisdictions including the U.S. states, the

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United Kingdom, Canada, Japan, France, and Ireland, the Company’s statutes vary and are open asfar back as 2009.

Under U.S. accounting rules, no provision for income taxes that may result from the remittanceof earnings held overseas is required if the Company intends to reinvest such funds overseas. Ourcurrent plans do not demonstrate a need to repatriate these undistributed earnings to fund our U.S.operations or otherwise satisfy the liquidity needs of our U.S operations. We intend to reinvest theseearnings in our non-U.S. operations, except in instances in which the repatriation of these earningswould result in minimal additional tax. As a result, the Company has not recognized additionalincome tax expense that may result from the remittance of these earnings. The accumulatedundistributed earnings of non-U.S. subsidiaries were approximately $270.0 million as of December31, 2015. The income tax that would be payable if such earnings were not indefinitely invested isestimated at $60.0 million.

11—DERIVATIVES AND HEDGING

The Company enters into a limited number of derivative contracts to offset the potentiallynegative economic effects of interest rate and foreign exchange movements. The Company accountsfor its outstanding derivative contracts in accordance with FASB ASC Topic No. 815, which requiresall derivatives, including derivatives designated as accounting hedges, to be recorded on the balancesheet at fair value. The following tables provide information regarding the Company’s outstandingderivatives contracts as of, and for, the years ended December 31 (in thousands, except for numberof outstanding contracts):

2015

Derivative Contract Type

Number ofOutstandingContracts

ContractNotionalAmount

Fair ValueAsset

(Liability)(3)Balance SheetLine Item

OCIUnrealized(Loss), NetOf Tax

Interest rate swaps(1) . . . . . 3 $700,000 $(5,132) Other liabilities $(3,079)Foreign currency

forwards(2) . . . . . . . . . . . . . . 102 193,610 235 Other current assets —

Total . . . . . . . . . . . . . . . . . . . . . 105 $893,610 $(4,897) $(3,079)

2014

Derivative Contract Type

Number ofOutstandingContracts

ContractNotionalAmount

Fair ValueAsset

(Liability)(3)Balance SheetLine Item

OCIUnrealized(Loss), NetOf Tax

Interest rate swap(1) . . . . . . 1 $200,000 $(2,900) Other liabilities $(1,740)Foreign currency

forwards(2) . . . . . . . . . . . . . . 77 45,650 238 Other current assets —

Total . . . . . . . . . . . . . . . . . . . . . 78 $245,650 $(2,662) $(1,740)

(1) The swap is designated as a cash flow hedge of the forecasted interest payments on borrowings.As a result, changes in the fair value of this swap are deferred and are recorded in OCI, net oftax effect (see Note 5—Debt for additional information).

(2) The Company has foreign exchange transaction risk since it typically enters into transactions inthe normal course of business that are denominated in foreign currencies that differ from thelocal functional currency. The Company enters into short-term foreign currency forward exchangecontracts to mitigate the economic effects of some of these foreign currency transaction risks.

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These contracts are accounted for at fair value with realized and unrealized gains and lossesrecognized in Other expense, net since the Company does not designate these contracts as hedgesfor accounting purposes. All of the outstanding contracts at December 31, 2015 matured by theend of January 2016.

(3) See Note 12—Fair Value Disclosures for the determination of the fair value of these instruments.

At December 31, 2015, the Company’s derivative counterparties were all large investment gradefinancial institutions. The Company did not have any collateral arrangements with its derivativecounterparties, and none of the derivative contracts contained credit-risk related contingent features.

The following table provides information regarding amounts recognized in the ConsolidatedStatements of Operations for derivative contracts for the years ended December 31 (in thousands):

Amount recorded in: 2015 2014 2013

Interest expense(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $8.5 $ 4.1 $4.0Other expense (income), net(2). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.1 (0.5) 0.1

Total expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $8.6 $ 3.6 $4.1

(1) Consists of interest expense from interest rate swap contracts.

(2) Consists of realized and unrealized gains and losses on foreign currency forward contracts.

12—FAIR VALUE DISCLOSURES

The Company’s financial instruments include cash equivalents, fees receivable from customers,accounts payable, and accruals which are normally short-term in nature. The Company believes thecarrying amounts of these financial instruments reasonably approximates their fair value due to theirshort-term nature. The Company’s financial instruments also includes borrowings outstanding underits 2014 Credit Agreement, and at December 31, 2015, the Company had $820.0 million of floatingrate debt outstanding under this arrangement, which is carried at amortized cost. The Companybelieves the carrying amount of the outstanding borrowings reasonably approximates fair value sincethe rate of interest on the borrowings reflect current market rates of interest for similar instrumentswith comparable maturities.

FASB ASC Topic No. 820 provides a framework for the measurement of fair value and avaluation hierarchy based upon the transparency of inputs used in the valuation of assets andliabilities. Classification within the hierarchy is based upon the lowest level of input that issignificant to the resulting fair value measurement. The valuation hierarchy contains three levels.Level 1 measurements consist of quoted prices in active markets for identical assets or liabilities.Level 2 measurements include significant other observable inputs such as quoted prices for similarassets or liabilities in active markets; identical assets or liabilities in inactive markets; observableinputs such as interest rates and yield curves; and other market-corroborated inputs. Level 3measurements include significant unobservable inputs, such as internally-created valuation models.The Company does not currently utilize Level 3 valuation inputs to remeasure any of its assets orliabilities. However, level 3 inputs may be used by the Company in its required annual impairmentreview of goodwill. Information regarding the periodic assessment of the Company’s goodwill isincluded in Note 1—Business and Significant Accounting Policies. The Company does not typicallytransfer assets or liabilities between different levels of the fair value hierarchy.

The Company enters into a limited number of derivatives transactions to hedge certain interestrate and foreign currency risks but does not enter into repurchase agreements, securities lendingtransactions, or master netting arrangements. Receivables or payables that result from derivativestransactions are recorded gross in the Company’s Consolidated Balance Sheets. The Company’s

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99344

assets and liabilities that are remeasured to fair value are presented in the following table (inthousands):

Description:

Fair ValueDecember 31,

2015

Fair ValueDecember 31,

2014

Assets:Values based on Level 1 inputs:

Deferred compensation plan assets(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 8,671 $ 7,650

Total Level 1 inputs. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 8,671 $ 7,650Values based on Level 2 inputs:

Deferred compensation plan assets(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . $25,474 $27,000Foreign currency forward contracts(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . 610 458

Total Level 2 inputs. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $26,084 $27,458

Total Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $34,755 $35,108

Liabilities:Values based on level 2 inputs:

Deferred compensation plan liabilities(1) . . . . . . . . . . . . . . . . . . . . . . . . $39,071 $39,100Foreign currency forward contracts(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . 375 220Interest rate swap contracts(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,132 2,900

Total Level 2 inputs. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $44,578 $42,220

Total Liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $44,578 $42,220

(1) The Company has a deferred compensation plan for the benefit of certain highly compensatedofficers, managers and other key employees (see Note 13—Employee Benefits). The plan’s assetsconsist of investments in money market and mutual funds, and company-owned life insurancecontracts.

The money market funds consist of cash equivalents while the mutual fund investments consist ofpublicly-traded and quoted equity shares. The Company considers the fair value of these assets tobe based on Level 1 inputs, and these assets had a fair value of $8.7 million and $7.7 million asof December 31, 2015 and 2014, respectively. The carrying amount of the life insurance contractsequals their cash surrender value. Cash surrender value represents the estimated amount that theCompany would receive upon termination of the contract, which approximates fair value. TheCompany considers the life insurance contracts to be valued based on a Level 2 input, and theseassets had a fair value of $25.5 million and $27.0 million at December 31, 2015 and 2014,respectively. The related deferred compensation plan liabilities are recorded at the amountneeded to settle the liability, which approximates fair value, and is based on a Level 2 input.

(2) The Company enters into foreign currency forward exchange contracts to hedge the effects ofadverse fluctuations in foreign currency exchange rates (see Note 11—Derivatives and Hedging).Valuation of the foreign currency forward contracts is based on foreign currency exchange ratesin active markets, which the Company considers a Level 2 input.

(3) The Company has interest rate swap contracts which hedge the risk of variability in cash flowsassociated with changes in floating rates of interest on its borrowings (see Note 11—Derivativesand Hedging). The fair values of the swaps are based on mark-to-market valuations provided bya third-party broker. Valuation is based on observable interest rates from recently executedmarket transactions and other observable market data, which the Company considers Level 2inputs. The Company independently corroborates the reasonableness of the valuations preparedby the third-party broker through the use of an electronic quotation service.

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13—EMPLOYEE BENEFITS

Defined contribution plan. The Company has a savings and investment plan (the “401k Plan”)covering substantially all U.S. employees. Company contributions are based upon the level ofemployee contributions, up to a maximum of 4% of the employee’s eligible salary, subject to anannual maximum. For 2015, the maximum match was $7,200. Amounts expensed in connection withthe 401k Plan totaled $20.0 million, $17.4 million, and $15.8 million, in 2015, 2014, and 2013,respectively.

Deferred compensation plan. The Company has a supplemental deferred compensation plan forthe benefit of certain highly compensated officers, managers and other key employees, which isstructured as a rabbi trust. The plan’s investment assets are classified in Other assets on theConsolidated Balance Sheets at fair value. The value of these assets was $34.1 million and$34.7 million at December 31, 2015 and 2014, respectively (see Note 12—Fair Value Disclosures fordetailed fair value information). The corresponding deferred compensation liability, which was$39.1 million at both December 31, 2015 and 2014, is carried at fair value, and is adjusted with acorresponding charge or credit to compensation expense to reflect the fair value of the amount owedto the employees and is classified in Other liabilities on the Consolidated Balance Sheets. Totalcompensation expense recognized for the plan was $0.5 million, $0.6 million, and $0.4 million, in2015, 2014, and 2013.

Defined benefit pension plans. The Company has defined-benefit pension plans in several of itsnon-U.S. locations. Benefits earned under these plans are based on years of service and level ofemployee compensation. The Company accounts for defined benefit plans in accordance with therequirements of FASB ASC Topics No. 715 and 960.

The following are the components of defined benefit pension expense for the years endedDecember 31 (in thousands):

2015 2014 2013

Service cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,620 $2,630 $2,545Interest cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 790 1,190 1,075Expected return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (345) (540) (340)Recognition of actuarial loss. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 300 75 30Recognition of termination benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 85 30 455

Total defined benefit pension plan expense(1) . . . . . . . . . . . . . . . . . . . . . . $3,450 $3,385 $3,765

(1) Pension expense is classified in SG&A in the Consolidated Statements of Operations.

The following are the key assumptions used in the computation of pension expense for theyears ended December 31:

2015 2014 2013

Weighted-average discount rate(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.19% 2.15% 3.35%Average compensation increase . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.66% 2.65% 2.70%

(1) Discount rates are typically determined by utilizing the yields on long-term corporate orgovernment bonds in the relevant country with a duration consistent with the expected term ofthe underlying pension obligations.

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93797

The following table provides information related to changes in the projected benefit obligationfor the years ended December 31 (in thousands):

2015 2014 2013

Projected benefit obligation at beginning of year. . . . . . . . . . . . . . . $38,115 $34,585 $31,605Service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,620 2,630 2,545Interest cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 790 1,190 1,075Actuarial (gain) loss due to assumption changes and plan

experience . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (1,190) 6,300 625Additions and contractual termination benefits. . . . . . . . . . . . . . . . . 85 30 460Benefits paid(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (775) (1,350) (1,255)Foreign currency impact. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (3,775) (5,270) (470)

Projected benefit obligation at end of year(2) . . . . . . . . . . . . . . . . . . . $35,870 $38,115 $34,585

(1) The Company estimates the following benefit payments will be made in future years to planparticipants: $0.9 million in 2016; $2.0 million in 2017; $1.1 million in 2018, $1.2 million in 2019,$1.4 million in 2020; and $9.0 million in total in the five years thereafter.

(2) Measured as of December 31.

The following table provides information regarding the funded status of the plans and relatedamounts recorded in the Company’s Consolidated Balance Sheets as of December 31 (in thousands):

2015 2014 2013

Funded status of the plans:

Projected benefit obligation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 35,870 $ 38,115 $ 34,585Pension plan assets at fair value(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . (13,190) (13,220) (13,870)

Funded status—shortfall(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 22,680 $ 24,895 $ 20,715

Amounts recorded in the Consolidated Balance Sheets for the plans:

Other liabilities—accrued pension obligation(2). . . . . . . . . . . . . . . $ 22,680 $ 24,895 $ 20,715

Stockholders’ equity—deferred actuarial loss(3) . . . . . . . . . . . . . . $ (4,832) $ (6,028) $ (1,811)

(1) The pension plan assets are held by third-party trustees and are invested in a diversified portfolioof equities, high quality government and corporate bonds, and other investments. The assets areprimarily valued based on Level 1 and Level 2 inputs under the fair value hierarchy in FASBASC Topic No. 820, with the majority of the invested assets considered to be of low-to-mediuminvestment risk. The Company projects a future long-term rate of return on these plan assets of2.7%, which it believes is reasonable based on the composition of the assets and both current andprojected market conditions. For the year-ended December 31, 2015, the Company contributed$1.3 million to these plans, and benefits paid to participants were $0.8 million.

(2) The Funded status—shortfall represents the amount of the projected benefit obligation that theCompany has not funded with a third-party trustee. This amount is a liability of the Companyand is recorded in Other Liabilities on the Company’s Consolidated Balance Sheets.

(3) The deferred actuarial loss as of December 31, 2015 is recorded in AOCL/I and will bereclassified out of AOCL/I and recognized as pension expense over approximately 13 years,subject to certain limitations set forth in FASB ASC Topic No. 715. The impact of thisamortization on pension expense in 2016 is projected to result in approximately $0.2 million ofadditional expense. The amortization of deferred actuarial losses from AOCL/I to pensionexpense in each of the three years ending December 31, 2015 was immaterial.

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22510

The Company also maintains a reinsurance asset arrangement with a large internationalinsurance company whose purpose is to provide funding for benefit payments for one of the plans.The reinsurance asset is not a pension plan asset but is an asset of the Company. At December 31,2015, the reinsurance asset was recorded at its cash surrender value of $7.9 million and is classifiedin Other Assets on the Company’s Consolidated Balance Sheet. The Company believes the cashsurrender value approximates fair value and is equivalent to a Level 2 input under the FASB’s fairvalue framework in ASC Topic No. 820.

14—SEGMENT INFORMATION

The Company manages its business through three reportable segments: Research, Consultingand Events. Research consists primarily of subscription-based research products, access to researchinquiry, peer networking services, and membership programs. Consulting consists primarily ofconsulting, measurement engagements, and strategic advisory services. Events consists of varioussymposia, conferences and exhibitions.

The Company evaluates reportable segment performance and allocates resources based on grosscontribution margin. Gross contribution, as presented in the table below, is defined as operatingincome excluding certain COS expenses, SG&A expense, depreciation, acquisition and integrationcharges, and amortization of intangibles. Certain bonus and fringe benefit costs included inconsolidated COS are not allocated to segment expense. The accounting policies used by thereportable segments are the same as those used by the Company. There are no intersegmentrevenues.

The Company earns revenue from clients in many countries. Other than the United States,there is no individual country in which revenues from external clients represent 10% or more of theCompany’s consolidated revenues. Additionally, no single client accounted for 10% or more of totalrevenue and the loss of a single client, in management’s opinion, would not have a material adverseeffect on revenues. The Company does not identify or allocate assets, including capital expenditures,by reportable segment. Accordingly, assets are not being reported by segment because theinformation is not available by segment and is not reviewed in the evaluation of performance ormaking decisions in the allocation of resources.

The following tables present operating information about the Company’s reportable segmentsfor the years ended December 31 (in thousands):

Research Consulting Events Consolidated

2015Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,583,486 $327,735 $251,835 $ 2,163,056Gross contribution . . . . . . . . . . . . . . . . . . . . . . . . 1,096,827 107,193 130,527 1,334,547Corporate and other expenses . . . . . . . . . . . . (1,046,550)

Operating income. . . . . . . . . . . . . . . . . . . . . . . . . $ 287,997

Research Consulting Events Consolidated

2014Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,445,338 $348,396 $227,707 $2,021,441Gross contribution. . . . . . . . . . . . . . . . . . . . . . . . . 1,001,914 119,931 112,384 1,234,229Corporate and other expenses . . . . . . . . . . . . . (948,067)

Operating income . . . . . . . . . . . . . . . . . . . . . . . . . $ 286,162

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65113

Research Consulting Events Consolidated

2013Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,271,011 $314,257 $198,945 $1,784,213Gross contribution. . . . . . . . . . . . . . . . . . . . . . . . . 879,384 107,565 91,216 1,078,165Corporate and other expenses . . . . . . . . . . . . . (802,673)

Operating income . . . . . . . . . . . . . . . . . . . . . . . . . $ 275,492

The following table provides a reconciliation of total segment gross contribution to net incomefor the periods indicated (in thousands):

2015 2014 2013

Twelve months endedDecember 31,

Total segment gross contribution . . . . . . . . . . . . . . . . . . . . . . $1,334,547 $1,234,229 $1,078,165Costs and expenses:

Cost of services and product development—unallocated(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10,567 10,721 7,436

Selling, general and administrative . . . . . . . . . . . . . . . . . . 962,677 876,067 760,458Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . 47,131 39,412 34,442Acquisition and integration charges . . . . . . . . . . . . . . . . . 26,175 21,867 337

Operating income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 287,997 286,162 275,492Interest expense and other . . . . . . . . . . . . . . . . . . . . . . . . . . 15,786 11,479 9,053Provision for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . 96,576 90,917 83,638

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 175,635 $ 183,766 $ 182,801

(1) The unallocated amounts consist of certain bonus and related fringe costs recorded inConsolidated cost of services and product development expense that are not allocated to segmentexpense. The Company’s policy is to only allocate bonus and related fringe charges to segmentsfor up to 100% of the segment employee’s target bonus. Amounts above 100% are absorbed bycorporate.

The Company’s revenues are generated primarily through direct sales to clients by domestic andinternational sales forces and a network of independent international sales agents. Most of theCompany’s products and services are provided on an integrated worldwide basis, and because of thisintegrated delivery, it is not practical to precisely separate our revenues by geographic location.

Accordingly, the separation set forth in the table below is based upon internal allocations, whichinvolve certain management estimates and judgments. Revenues in the table are reported based onwhere the sale is fulfilled; “Other International” revenues are those attributable to all areas locatedoutside of the United States and Canada, as well as Europe, Middle East, and Africa.

76

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52917

Summarized information by geographic location as of and for the years ended December 31follows (in thousands):

2015 2014 2013

Revenues:United States and Canada. . . . . . . . . . . . . . . . . . . . . . . . . . . $1,347,676 $1,204,476 $1,049,734Europe, Middle East and Africa . . . . . . . . . . . . . . . . . . . . 557,165 570,334 508,755Other International. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 258,215 246,631 225,724

Total revenues. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,163,056 $2,021,441 $1,784,213

Long-lived assets:(1)

United States and Canada. . . . . . . . . . . . . . . . . . . . . . . . . . . $ 163,933 $ 142,963 $ 123,877Europe, Middle East and Africa . . . . . . . . . . . . . . . . . . . . 31,130 34,093 34,363Other International. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16,050 13,282 13,936

Total long-lived assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 211,113 $ 190,338 $ 172,176

(1) Excludes goodwill and other intangible assets.

15—VALUATION AND QUALIFYING ACCOUNTS

The Company maintains an allowance for losses which is composed of a bad debt allowance anda revenue reserve. Provisions are charged against earnings either as an increase to expense or areduction in revenues.

The following table summarizes activity in the Company’s allowance for the years endedDecember 31 (in thousands):

Balance atBeginningof Year

AdditionsCharged toExpense

AdditionsChargedAgainstRevenues

Deductionsfrom

Reserve

Balanceat Endof Year

2015:Allowance for doubtful accounts and returns

and allowances. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $6,700 $3,480 $5,420 $(8,700) $6,900

2014:Allowance for doubtful accounts and returns

and allowances. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $7,000 $2,950 $3,240 $(6,490) $6,700

2013:Allowance for doubtful accounts and returns

and allowances. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $6,400 $2,350 $5,050 $(6,800) $7,000

77

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44438

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has causedthis Report on Form 10-K to be signed on its behalf by the undersigned, duly authorized, inStamford, Connecticut, on February 24, 2016.

Gartner, Inc.

Date: February 24, 2016 By: /s/ EUGENE A. HALL

Eugene A. HallChief Executive Officer

POWER OF ATTORNEY

Each person whose signature appears below appoints Eugene A. Hall and Craig W. Safian andeach of them, acting individually, as his or her attorney-in-fact, each with full power of substitution,for him or her in all capacities, to sign all amendments to this Report on Form 10-K, and to file thesame, with appropriate exhibits and other related documents, with the Securities and ExchangeCommission. Each of the undersigned ratifies and confirms his or her signatures as they may besigned by his or her attorney-in-fact to any amendments to this Report. Pursuant to therequirements of the Securities Exchange Act of 1934, this Report has been signed by the followingpersons on behalf of the Registrant and in the capacities and on the dates indicated:

Name Title Date

/s/ EUGENE A. HALL

(Eugene A. Hall)

Director and Chief Executive Officer (PrincipalExecutive Officer)

February 24, 2016

/s/ CRAIG W. SAFIAN

(Craig W. Safian)

Senior Vice President and Chief FinancialOfficer (Principal Financial and AccountingOfficer)

February 24, 2016

/s/ MICHAEL J. BINGLE

(Michael J. Bingle)

Director February 24, 2016

/s/ RICHARD J. BRESSLER

(Richard J. Bressler)

Director February 24, 2016

/s/ RAUL E. CESAN

(Raul E. Cesan)

Director February 24, 2016

/s/ KAREN E. DYKSTRA

(Karen E. Dykstra)

Director February 24, 2016

/s/ ANNE SUTHERLAND FUCHS

(Anne Sutherland Fuchs)

Director February 24, 2016

/s/ WILLIAM O. GRABE

(William O. Grabe)

Director February 24, 2016

/s/ STEPHEN G. PAGLIUCA

(Stephen G. Pagliuca)

Director February 24, 2016

/s/ JAMES C. SMITH

(James C. Smith)

Director February 24, 2016

78

45178

EXHIBIT 21.1

SUBSIDIARIES OF THE REGISTRANT

Subsidiaries State/Country

� Burton Group, Inc. Utah, USA

� Capterra, Inc. Delaware, USA

� Computer Financial Consultants, Limited United Kingdom

� Dataquest, Inc. California, USA

� Software Advice, Inc. Delaware, USA

� G.G. Properties, Ltd. Bermuda

� Gartner Advisory (Singapore) PTE LTD. Singapore

� Gartner Australasia PTY Limited Australia

� Gartner Austria GmbH Austria

� Gartner Belgium BVBA (including branch in Luxembourg) Belgium

� Gartner Canada Co. Nova Scotia, Canada

� Gartner Consulting (Beijing) Co., LTD. China

� Gartner Denmark ApS Denmark

� Gartner Deutschland, GmbH Germany

� Gartner do Brasil Servicos de Pesquisas LTDA. Brazil

� Gartner Enterprises, Ltd. Delaware, USA

� Gartner Espana, S.L. (including branch in Portugal) Spain

� Gartner Europe Holdings, B.V. The Netherlands

� Gartner France S.A.R.L. France

� Gartner Finland Oy Finland

� Gartner Gulf FZ, LLC Including branch in Abu Dhabi) United Arab Emirates

� Gartner Group Argentina S.A. Argentina

� Gartner Group Taiwan Ltd. Taiwan

� Gartner (Thailand) Ltd. Thailand

� Gartner Holdings Ireland UC Bermuda

� Gartner Holdings, LLC Delaware, USA

� Gartner Hong Kong, Limited Hong Kong

� Gartner India Research & Advisory Services Private Ltd. India

� Gartner Investments I, LLC Delaware, USA

� Gartner Investments II, LLC Delaware, USA

� Gartner Ireland Limited Ireland

� Gartner Italia, S.r.l. Italy

� Gartner Israel Advisory Ltd. Israel

� Gartner Japan Ltd. Japan

� Gartner Mexico S. de R. L. de C.V. Mexico

� Gartner Nederland B.V. The Netherlands

� Gartner Norge A.S. Norway

� Gartner Poland SP z.o.o Poland

� Gartner Research & Advisory Korea Co., Ltd. Korea

� Gartner RUS LLC Russia

� Gartner Saudi Arabia Ltd Saudi Arabia

� Gartner Sverige AB Sweden

� Gartner Switzerland GmbH Switzerland

� Gartner Turkey Teknoloji Arastirma ve Danismanlik HizmetleriLimited Sirketi

Turkey

34448

Subsidiaries State/Country

� Gartner U.K. Limited United Kingdom

� The Research Board, Inc. Delaware, USA

� 1422722 Ontario, Inc. Canada

� META Group GmbH Germany

� META Group CESE GmbH Germany

� META Group Deutschland GmbH Germany

� META Saudi Arabia Saudi Arabia

� Ideas International Pty Limited Australia

� Nubera eBusiness S.L. Spain

93466

EXHIBIT 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Stockholders

Gartner, Inc.:

We consent to the incorporation by reference in the registration statements (No. 333-104753,No. 333-127349, No. 333-160924, No. 333-176058, No. 333-200585), on Form S-8 of Gartner, Inc. ofour reports dated February 24, 2016, with respect to the consolidated balance sheets of Gartner, Inc.as of December 31, 2015 and 2014, and the related consolidated statements of operations,comprehensive income, stockholders’ (deficit) equity, and cash flows for each of the years in thethree-year period ended December 31, 2015, and the effectiveness of internal control over financialreporting as of December 31, 2015, which reports appear in the December 31, 2015 annual report onForm 10-K of Gartner, Inc.

/s/ KPMG LLP

New York, New York

February 24, 2016

17031

EXHIBIT 31.1

CERTIFICATION

I, Eugene A. Hall, certify that:

(1) I have reviewed this Annual Report on Form 10-K of Gartner, Inc.;

(2) Based on my knowledge, this report does not contain any untrue statement of a materialfact or omit to state a material fact necessary to make the statements made, in light of thecircumstances under which such statements were made, not misleading with respect to the periodcovered by this report;

(3) Based on my knowledge, the financial statements, and other financial information includedin this report, fairly present in all material respects the financial condition, results of operations andcash flows of the registrant as of, and for, the periods presented in this report;

(4) The registrant’s other certifying officer and I are responsible for establishing and maintainingdisclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) andinternal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)for the registrant and we have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls andprocedures to be designed under our supervision, to ensure that material information relating tothe registrant, including its consolidated subsidiaries, is made known to us by others withinthose entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal controlover financial reporting to be designed under our supervision, to provide reasonable assuranceregarding the reliability of financial reporting and the preparation of financial statements forexternal purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures andpresented in this report our conclusions about the effectiveness of the disclosure controls andprocedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financialreporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourthfiscal quarter in the case of an annual report) that has materially affected, or is reasonablylikely to materially affect, the registrant’s internal control over financial reporting; and

(5) The registrant’s other certifying officer and I have disclosed, based on our most recentevaluation of internal control over financial reporting, to the registrant’s auditors and the auditcommittee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internalcontrol over financial reporting which are reasonably likely to adversely affect the registrant’sability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees whohave a significant role in the registrant’s internal control over financial reporting.

/s/ EUGENE A. HALL

Eugene A. HallChief Executive Officer

Date: February 24, 2016

96937

EXHIBIT 31.2

CERTIFICATION

I, Craig W. Safian, certify that:

(1) I have reviewed this Annual Report on Form 10-K of Gartner, Inc.;

(2) Based on my knowledge, this report does not contain any untrue statement of a materialfact or omit to state a material fact necessary to make the statements made, in light of thecircumstances under which such statements were made, not misleading with respect to the periodcovered by this report;

(3) Based on my knowledge, the financial statements, and other financial information includedin this report, fairly present in all material respects the financial condition, results of operations andcash flows of the registrant as of, and for, the periods presented in this report;

(4) The registrant’s other certifying officer and I are responsible for establishing and maintainingdisclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) andinternal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)for the registrant and we have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls andprocedures to be designed under our supervision, to ensure that material information relating tothe registrant, including its consolidated subsidiaries, is made known to us by others withinthose entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal controlover financial reporting to be designed under our supervision, to provide reasonable assuranceregarding the reliability of financial reporting and the preparation of financial statements forexternal purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures andpresented in this report our conclusions about the effectiveness of the disclosure controls andprocedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financialreporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourthfiscal quarter in the case of an annual report) that has materially affected, or is reasonablylikely to materially affect, the registrant’s internal control over financial reporting; and

(5) The registrant’s other certifying officer and I have disclosed, based on our most recentevaluation of internal control over financial reporting, to the registrant’s auditors and the auditcommittee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internalcontrol over financial reporting which are reasonably likely to adversely affect the registrant’sability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees whohave a significant role in the registrant’s internal control over financial reporting.

/s/ CRAIG W. SAFIAN

Craig W. SafianChief Financial Officer

Date: February 24, 2016

61245

EXHIBIT 32

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TOSECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Gartner, Inc. (the “Company”) on Form 10-K for theyear ended December 31, 2015, as filed with the Securities and Exchange Commission on the datehereof (the “Report”), Eugene A. Hall Chief Executive Officer of the Company, and Craig W.Safian, Chief Financial Officer of the Company, each hereby certifies, pursuant to 18 U.S.C. § 1350,as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of theSecurities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, thefinancial condition and results of operations of the Company.

/s/ EUGENE A. HALL

Name: Eugene A. HallTitle: Chief Executive Officer

Date: February 24, 2016

/s/ CRAIG W. SAFIAN

Name: Craig W. SafianTitle: Chief Financial Officer

Date: February 24, 2016

A signed original of this written statement required by Section 906 has been provided toGartner, Inc. and will be retained by Gartner, Inc. and furnished to the Securities and ExchangeCommission or its staff upon request.

Dear Shareholders:

Digital business is upon us. Technology is fueling new sources of value, new sources of revenue and unprecedented opportunity everywhere around the world. The merging of the digital and physical worlds is creating new business models that are disrupting entire industries.

Digital transformation also brings tremendous risk and complexity. Threats of malware, phishing attacks, denial of service continue, unabated. The number of decisions business leaders are making each day is increasing.

When you add the Internet of Things and the cloud to these changes, the risk and complexity becomes unstoppably more pervasive. Yet, technology remains the single best way to drive ongoing performance improvements for virtually every institution in the world.

Gartner is at the heart of technology.

Our clients, chief information officers, digital marketing and supply chain leaders, IT and business professionals and others depend on us for the insight and advice they need to determine where, and how, to leverage technology to achieve their goals in the digital economy.

We Have a Consistent, Winning Strategy for Sustained GrowthAt the core of Gartner, we have five elements that drive our sustained growth strategy.

• We have a strong value proposition, delivering unique and competitively differentiated insight on clients’ mission-critical priorities. We provide high client value at a very low cost.

• We have a vast market opportunity, driven by the pervasive criticality and rapid rate of change in technology. Also, we have increased our addressable market through strategic acquisitions, organic growth and product development to include markets such as supply chain and marketing.

• We have a winning strategy, creating highly scalable market-leading insights that are delivered through innovative, differentiated offerings. We are continuously improving and growing our organizational capability to capture our vast market opportunity.

• We have an extraordinary business model, which is based on recurring revenues and high retention rates. Our clients are highly diversified across geography, industry and client size. Our incremental margins are high, and we generate free cash flow substantially in excess of our net income.

• We have exceptional execution capabilities. We are perpetually performance-driven and our leadership team has breadth and depth, which has led to a record of sustained double-digit performance in our key metrics. In addition, our strong cash flow generation has delivered sustained shareholder value.

We Delivered Against All Our Key Metrics for 2015During 2015, the macroeconomic environment was challenging. Many major economic regions around the world experienced slowing economic growth or outright declines. Our clients in the oil and gas industry suffered from a significant decline in oil prices, which also impacted entire regions. Unemployment rates in many European countries remained high, and virtually all currencies continued to weaken relative to the U.S. dollar.

Despite this backdrop, we continued to deliver against all our key metrics in 2015. For the full year 2015, we generated almost $2.2 billion of revenue and $408

Gene HallChief Executive Officer

Craig SafianChief Financial Officer

Michael J. BingleManaging PartnerManaging DirectorSilver Lake

Richard J. BresslerPresident and Chief Financial OfficeriHeart Media, Inc.

Raul E. CesanFounder and Managing PartnerCommercial Worldwide, LLC

Former President and COOSchering-Plough Corporation

Karen E. DykstraFormer Chief Financial and Administrative OfficerAOL

Former Chief Financial OfficerADP

Anne Sutherland FuchsConsultantFormer Chair, Commission on Women’s Issues for New York City

William O. GrabeAdvisory DirectorGeneral Atlantic

Eugene A. HallChief Executive OfficerGartner

Stephen G. PagliucaManaging DirectorBain Capital Partners

Managing PartnerBoston Celtics

James C. SmithChairman of the BoardGartner

Retired Chairman and CEOFirst Health Group Corp.

Board of Directors

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GARTNER HEADQUARTERS

Corporate Headquarters 56 Top Gallant Road Stamford, CT 06902-7700 USA +1 203 964 0096

Europe Headquarters Tamesis The Glanty Egham Surrey, TW20 9AW UNITED KINGDOM +44 1784 431611

Asia/Pacific Headquarters Gartner Australasia Pty. Ltd. Level 18 40 Mount Street North Sydney 2060 New South Wales AUSTRALIA +61 2 9459 4600

Japan Headquarters Gartner Japan, Ltd. Atago Green Hills MORI Tower, 5F 2-5-1 Atago, Minato-ku Tokyo 105-6205, JAPAN +81 3 6430 1800

Latin America Headquarters Gartner do Brasil Av. Das Nações Unidas 12.551, 25º andar World Trade Center, Brooklin Novo São Paulo 04573-903 BRAZIL + 55 11 3043 7544

© 2016 Gartner, Inc. and/or its affiliates. All rights reserved. Gartner and ITxpo are registered trademarks of Gartner, Inc. or its affiliates. For more information, email info@gartner.com or visit gartner.com. Produced by Marketing Communications COCORPANNLRPRT033016

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