PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS (Unaudited) This section presents Gartner's unaudited condensed consolidated financial statements, including balance sheets, statements of operations, comprehensive income, changes in stockholders' equity, and cash flows, along with detailed notes explaining business operations, accounting policies, segment performance, debt, equity, and other financial disclosures for the periods ended June 30, 2025 and 2024 Condensed Consolidated Balance Sheets Condensed Consolidated Balance Sheet Highlights | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :-------------------------- | :----------------------------- | :------------------------------- | | Cash and cash equivalents | $2,197,536 | $1,933,147 | | Fees receivable, net | $1,263,163 | $1,696,225 | | Total current assets | $3,973,959 | $4,196,531 | | Total Assets | $8,327,787 | $8,534,671 | | Deferred revenues | $2,691,487 | $2,762,927 | | Total current liabilities | $3,593,764 | $3,969,016 | | Total Liabilities | $6,795,161 | $7,175,502 | | Total Stockholders' Equity | $1,532,626 | $1,359,169 | Condensed Consolidated Statements of Operations Condensed Consolidated Statements of Operations Highlights Three Months Ended June 30: | Metric | 2025 (in thousands) | 2024 (in thousands) | | :-------------------------- | :------------------ | :------------------ | | Revenues: Insights | $1,319,453 | $1,265,992 | | Revenues: Conferences | $211,407 | $186,084 | | Revenues: Consulting | $155,594 | $142,984 | | Total revenues | $1,686,454 | $1,595,060 | | Operating income | $327,096 | $318,783 | | Net income | $240,783 | $229,548 | | Diluted EPS ($) | $3.11 | $2.93 | Six Months Ended June 30: | Metric | 2025 (in thousands) | 2024 (in thousands) | | :-------------------------- | :------------------ | :------------------ | | Revenues: Insights | $2,641,280 | $2,534,164 | | Revenues: Conferences | $284,004 | $256,153 | | Revenues: Consulting | $295,300 | $277,669 | | Total revenues | $3,220,584 | $3,067,986 | | Operating income | $605,128 | $592,668 | | Net income | $451,722 | $440,093 | | Diluted EPS ($) | $5.82 | $5.60 | Condensed Consolidated Statements of Comprehensive Income Condensed Consolidated Statements of Comprehensive Income Highlights Three Months Ended June 30: | Metric | 2025 (in thousands) | 2024 (in thousands) | | :------------------------------------ | :------------------ | :------------------ | | Net income | $240,783 | $229,548 | | Other comprehensive income (loss), net | $21,234 | $733 | | Comprehensive income | $262,017 | $230,281 | Six Months Ended June 30: | Metric | 2025 (in thousands) | 2024 (in thousands) | | :------------------------------------ | :------------------ | :------------------ | | Net income | $451,722 | $440,093 | | Other comprehensive income (loss), net | $41,718 | $(5,322) | | Comprehensive income | $493,440 | $434,771 | Condensed Consolidated Statements of Changes in Stockholders' Equity Changes in Stockholders' Equity | Metric | Balance at Dec 31, 2024 (in thousands) | Balance at June 30, 2025 (in thousands) | | :-------------------------- | :----------------------------------- | :---------------------------------- | | Total Stockholders' Equity | $1,359,169 | $1,532,626 | Six Months Ended June 30, 2025: * Net income: $451,722 * Other comprehensive income: $41,718 * Common share repurchases (including excise tax): $(430,704) * Stock-based compensation expense: $93,195 Condensed Consolidated Statements of Cash Flows Condensed Consolidated Statements of Cash Flows Highlights (Six Months Ended June 30) | Metric | 2025 (in thousands) | 2024 (in thousands) | | :-------------------------------------------------- | :------------------ | :------------------ | | Cash provided by operating activities | $697,077 | $558,800 | | Cash used in investing activities | $(61,817) | $(54,027) | | Cash used in financing activities | $(419,688) | $(553,229) | | Net increase (decrease) in cash and cash equivalents | $215,572 | $(48,456) | | Cash and cash equivalents, end of period | $2,197,536 | $1,235,785 | Notes to Condensed Consolidated Financial Statements Note 1 — Business and Basis of Presentation * Gartner, Inc. delivers actionable, objective business and technology insights through three segments: Business and Technology Insights (renamed from Research in Q2 2025), Conferences, and Consulting1617 * The Company adopted ASU 2023-07 (Segment Reporting) in 2024, which only impacted disclosures and had no effect on financial results, cash flows, or financial condition26 * Future accounting standards ASU 2023-09 (Income Taxes) and ASU 2024-03 (Income Statement) are expected to impact disclosures but not the Company's results of operations, cash flows, or financial condition2829 Note 2 — Goodwill and Intangible Assets Goodwill Carrying Amount by Segment | Segment | Balance at Dec 31, 2024 (in thousands) | Foreign Currency Translation Impact (in thousands) | Balance at June 30, 2025 (in thousands) | | :-------------- | :----------------------------------- | :----------------------------------------- | :---------------------------------- | | Insights | $2,650,981 | $6,405 | $2,657,386 | | Conferences | $183,920 | $105 | $184,025 | | Consulting | $95,304 | $991 | $96,295 | | Total | $2,930,205 | $7,501 | $2,937,706 | * The Company's most recent annual impairment test of goodwill, conducted in Q3 2024, indicated no impairment33 Finite-Lived Intangible Assets | Metric | December 31, 2024 (in thousands) | June 30, 2025 (in thousands) | | :-------------------------- | :------------------------------- | :--------------------------- | | Balance at period end | $409,689 | $375,935 | Amortization Expense: * Three months ended June 30, 2025: $20.2 million (down 12% YoY) * Six months ended June 30, 2025: $42.1 million (down 8% YoY) Note 3 — Revenue and Related Matters Disaggregated Revenue by Primary Geographic Market (Six Months Ended June 30) | Primary Geographic Market | 2025 (in thousands) | 2024 (in thousands) | | :------------------------ | :------------------ | :------------------ | | United States and Canada | $2,050,251 | $2,016,631 | | Europe, Middle East and Africa | $791,053 | $703,433 | | Other International | $379,280 | $347,922 | | Total revenues | $3,220,584 | $3,067,986 | Disaggregated Revenue by Timing of Recognition (Six Months Ended June 30) | Timing of Revenue Recognition | 2025 (in thousands) | 2024 (in thousands) | | :-------------------------- | :------------------ | :------------------ | | Transferred over time | $2,727,533 | $2,585,065 | | Transferred at a point in time | $493,051 | $482,921 | | Total revenues | $3,220,584 | $3,067,986 | * The aggregate amount of the transaction price allocated to unsatisfied performance obligations as of June 30, 2025, was approximately $6.1 billion, with $2.0 billion expected to be recognized during the remainder of 202545 Note 4 — Computation of Earnings Per Share Earnings Per Share Three Months Ended June 30: | Metric | 2025 ($) | 2024 ($) | | :-------------------------- | :------- | :------- | | Basic income per share | $3.12 | $2.95 | | Diluted income per share | $3.11 | $2.93 | Six Months Ended June 30: | Metric | 2025 ($) | 2024 ($) | | :-------------------------- | :------- | :------- | | Basic income per share | $5.85 | $5.64 | | Diluted income per share | $5.82 | $5.60 | Note 5 — Stock-Based Compensation Stock-Based Compensation Expense Three Months Ended June 30: | Award type | 2025 (in millions) | 2024 (in millions) | | :-------------------------- | :----------------- | :----------------- | | Stock appreciation rights | $4.0 | $3.0 | | Restricted stock units | $38.7 | $36.4 | | Common stock equivalents | $0.3 | $0.3 | | Total | $43.0 | $39.7 | Six Months Ended June 30: | Award type | 2025 (in millions) | 2024 (in millions) | | :-------------------------- | :----------------- | :----------------- | | Stock appreciation rights | $7.4 | $7.6 | | Restricted stock units | $85.3 | $82.0 | | Common stock equivalents | $0.5 | $0.6 | | Total | $93.2 | $90.2 | Note 6 — Segment Information * The Company's Chief Executive Officer, as CODM, evaluates segment performance and allocates resources based on gross contribution, which excludes certain unallocated expenses5759 Consolidated Revenues by Segment (Six Months Ended June 30) | Segment | 2025 (in thousands) | 2024 (in thousands) | | :---------- | :------------------ | :------------------ | | Insights | $2,641,280 | $2,534,164 | | Conferences | $284,004 | $256,153 | | Consulting | $295,300 | $277,669 | | Total | $3,220,584 | $3,067,986 | Note 7 — Debt Total Outstanding Borrowings | Description | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :------------------------------------ | :----------------------------- | :------------------------------- | | 2024 Credit Agreement - Revolving facility | $274,400 | $274,400 | | 4.50% Senior Notes due 2028 | $800,000 | $800,000 | | 3.625% Senior Notes due 2029 | $600,000 | $600,000 | | 3.75% Senior Notes due 2030 | $800,000 | $800,000 | | Other | $5,000 | $5,000 | | Principal amount outstanding | $2,479,400 | $2,479,400 | | Less: deferred financing fees | $(17,410) | $(19,485) | | Net balance sheet carrying amount | $2,461,990 | $2,459,915 | * The Company had approximately $0.7 billion of available borrowing capacity on the 2024 Credit Agreement revolving facility as of June 30, 202566 * The weighted average annual effective rate on outstanding debt for the three and six months ended June 30, 2025, was 4.85% and 4.87%, respectively, including the effects of interest rate swaps67 * As of June 30, 2025, the Company had one fixed-for-floating interest rate swap contract with a notional value of $350.0 million, maturing in September 2025, effectively converting floating SOFR to a fixed base rate of 2.98%83 Note 8 — Equity * As of June 30, 2025, $0.6 billion remained available under the Company's share repurchase program, which had a total authorization of $5.3 billion85 Share Repurchase Activity (Six Months Ended June 30) | Metric | 2025 | 2024 | | :------------------------------------ | :--------- | :--------- | | Number of shares repurchased () | 960,628 | 1,268,309 | | Cash paid for repurchased shares (in thousands) | $437,155 | $564,717 | Accumulated Other Comprehensive Loss, net (AOCL) | Metric | Balance at Dec 31, 2024 (in thousands) | Balance at June 30, 2025 (in thousands) | | :-------------------------- | :----------------------------------- | :---------------------------------- | | AOCL, net | $(88,333) | $(46,615) | Note 9 — Income Taxes Provision for Income Taxes and Effective Tax Rate Three Months Ended June 30: | Metric | 2025 (in millions) | 2024 (in millions) | | :-------------------------- | :----------------- | :----------------- | | Provision for income taxes | $77.0 | $69.7 | | Effective income tax rate (%) | 24.2 | 23.3 | Six Months Ended June 30: | Metric | 2025 (in millions) | 2024 (in millions) | | :-------------------------- | :----------------- | :----------------- | | Provision for income taxes | $133.1 | $118.8 | | Effective income tax rate (%) | 22.8 | 21.3 | * The increase in the effective income tax rate for both periods was primarily due to a lower benefit from research and development tax credits compared to the prior year9596 * The Company is currently assessing the impact of the newly enacted One Big Beautiful Bill Act (OBBBA) and monitoring OECD Pillar Two proposals, which are expected to impact disclosures9899 Note 10 — Derivatives and Hedging * The Company uses derivative contracts (interest rate swaps and foreign currency forward exchange contracts) to mitigate cash flow risk from interest rate changes on variable-rate debt and foreign exchange rate changes on forecasted transactions101 Derivative Contract Fair Values (June 30, 2025) | Derivative Contract Type | Number of Contracts | Notional Amounts (in thousands) | Fair Value Asset (Liability), Net (in thousands) | | :-------------------------- | :------------------ | :------------------------------ | :----------------------------------------------- | | Interest rate swap | 1 | $350,000 | $1,167 | | Foreign currency forwards | 22 | $78,467 | $(177) | | Total | 23 | $428,467 | $990 | Derivative Contracts Impact on Statements of Operations (Six Months Ended June 30) | Amount recorded in: | 2025 (in thousands) | 2024 (in thousands) | | :-------------------------- | :------------------ | :------------------ | | Interest expense, net | $8,935 | $9,676 | | Other expense (income), net | $(534) | $(6,069) | | Total expense, net | $8,401 | $3,607 | Note 11 — Fair Value Disclosures * The Company's financial instruments, including cash equivalents, fees receivable, accounts payable, and variable-rate borrowings, are generally short-term or reflect current market rates, so their carrying amounts reasonably approximate fair values107 Fair Values of Financial Instruments Not Recorded at Fair Value (June 30, 2025) | Description | Carrying Amount (in thousands) | Fair Value (in thousands) | | :-------------------------- | :----------------------------- | :------------------------ | | 2028 Notes | $795,922 | $792,048 | | 229 Notes | $596,119 | $572,268 | | 2030 Notes | $794,552 | $749,712 | | Total | $2,186,593 | $2,114,028 | * The Company recorded an impairment loss of $0.6 million (H1 2025) and $0.5 million (H1 2024) on right-of-use assets and other long-lived assets, primarily related to unused office leases, using Level 3 inputs for fair value estimation114 Note 12 — Contingencies * The Company is involved in legal proceedings and claims in the ordinary course of business, but believes that potential liability in excess of accrued amounts will not materially affect its financial position, cash flows, or results of operations115 * Historically, payments made under indemnification agreements have not been material, and as of June 30, 2025, no material payment obligations existed116 Note 13 — Leases * The Company's leasing activities primarily involve facilities with agreements expiring through 2038, and it also subleases certain office space, mainly in Arlington, Virginia117120 Net Lease Cost and Cash Flows Three Months Ended June 30: | Metric | 2025 (in thousands) | 2024 (in thousands) | | :-------------------------------------------------- | :------------------ | :------------------ | | Total lease cost, net | $16,269 | $18,922 | | Cash paid for operating lease liabilities | $38,380 | $38,787 | Six Months Ended June 30: | Metric | 2025 (in thousands) | 2024 (in thousands) | | :-------------------------------------------------- | :------------------ | :------------------ | | Total lease cost, net | $34,916 | $38,574 | | Cash paid for operating lease liabilities | $67,037 | $72,836 | * An impairment loss of $0.6 million (H1 2025) and $0.5 million (H1 2024) was recognized on right-of-use assets and related long-lived assets due to certain office leases no longer being used125 Note 14 — Subsequent Event * On July 31, 2025, the Board of Directors authorized an additional $700.0 million for share repurchases, adding to the approximately $350.0 million remaining from previous authorizations128 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This section provides management's perspective on Gartner's financial performance, condition, and cash flows, detailing consolidated and segment-specific results, liquidity, and capital resources. It also includes forward-looking statements and discussions of critical accounting policies and recent developments FORWARD-LOOKING STATEMENTS * The report contains forward-looking statements subject to numerous known and unknown risks and uncertainties, including technological developments in AI, customer renewals, global economic conditions, and geopolitical events131 * Actual results could differ materially from projections, and readers should not place undue reliance on these statements, which reflect management's opinion only as of the date made131132 BUSINESS OVERVIEW * Gartner delivers actionable, objective business and technology insights through its three segments: Business and Technology Insights (renamed from Research in Q2 2025), Conferences, and Consulting133134 * As of June 30, 2025, the Company had 20,994 employees globally, a 2.4% increase from June 30, 2024135 * Insights contract value with the US federal government decreased to approximately $200.0 million at June 30, 2025, from $275.0 million at December 31, 2024, with $20.0 million in termination notices136 * The Company is assessing the impact of the One Big Beautiful Bill Act (OBBBA), enacted July 4, 2025, on its consolidated financial statements138 BUSINESS MEASUREMENTS * Key performance indicators include Insights Contract Value (annualized value of subscription contracts), Client Retention Rate, and Wallet Retention Rate140 * For Conferences, key metrics are the Number of destination conferences and Number of destination conference attendees140 * Consulting performance is measured by Consulting backlog (future revenue from in-process engagements) and Utilization rate (consultant productivity)140 EXECUTIVE SUMMARY OF OPERATIONS AND FINANCIAL POSITION * Total revenues for Q2 2025 were $1.7 billion, an increase of 6% YoY, with Insights up 4%, Conferences up 14%, and Consulting up 9%142 * Net income for Q2 2025 was $240.8 million, with diluted net income per share of $3.11143 * Cash provided by operating activities for H1 2025 was $0.7 billion, and the Company had $2.2 billion in cash and cash equivalents with $0.7 billion available on its revolving credit facility as of June 30, 2025143 CRITICAL ACCOUNTING POLICIES AND ESTIMATES * There have been no material changes to the critical accounting policies and estimates previously disclosed in the Annual Report on Form 10-K for the fiscal year ended December 31, 2024144 RECENTLY ISSUED ACCOUNTING STANDARDS * Information regarding recently issued accounting standards that may impact the Company's consolidated financial statements or disclosures in future periods is provided in Note 1 — Business and Basis of Presentation145 RESULTS OF OPERATIONS (Consolidated Results) Consolidated Financial Performance Three Months Ended June 30: | Metric | 2025 (in thousands) | 2024 (in thousands) | Increase (Decrease) (in thousands) | % Change (%) | | :-------------------------- | :------------------ | :------------------ | :--------------------------------- | :----------- | | Total revenues | $1,686,454 | $1,595,060 | $91,394 | 6 | | Cost of services and product development | $531,731 | $513,314 | $18,417 | 4 | | Selling, general and administrative | $776,888 | $712,071 | $64,817 | 9 | | Operating income | $327,096 | $318,783 | $8,313 | 3 | | Interest expense, net | $(11,801) | $(19,990) | $(8,189) | (41) | | Net income | $240,783 | $229,548 | $11,235 | 5 | Six Months Ended June 30: | Metric | 2025 (in thousands) | 2024 (in thousands) | Increase (Decrease) (in thousands) | % Change (%) | | :-------------------------- | :------------------ | :------------------ | :--------------------------------- | :----------- | | Total revenues | $3,220,584 | $3,067,986 | $152,598 | 5 | | Cost of services and product development | $1,006,761 | $972,755 | $34,006 | 3 | | Selling, general and administrative | $1,507,196 | $1,401,904 | $105,292 | 8 | | Operating income | $605,128 | $592,668 | $12,460 | 2 | | Interest expense, net | $(25,214) | $(39,209) | $(13,995) | (36) | | Net income | $451,722 | $440,093 | $11,629 | 3 | * Cost of services and product development increased primarily due to higher personnel expenses associated with merit increases149 * Selling, general and administrative (SG&A) expense increased due to higher personnel expenses from increased headcount and merit increases, with total quota-bearing sales associates growing by 5% YoY150 * Interest expense, net, decreased significantly due to increased interest income resulting from higher cash balances154 SEGMENT RESULTS Insights Insights Segment Performance Three Months Ended June 30: | Metric | 2025 (in thousands) | 2024 (in thousands) | % Change (Reported) (%) | % Change (FX Neutral) (%) | | :-------------------------- | :------------------ | :------------------ | :------------------------ | :------------------------ | | Revenues | $1,319,453 | $1,265,992 | 4 | 3 | | Gross contribution | $974,675 | $933,121 | 4 | | | Gross contribution margin (%) | 74 | 74 | | | Six Months Ended June 30: | Metric | 2025 (in thousands) | 2024 (in thousands) | % Change (Reported) (%) | % Change (FX Neutral) (%) | | :-------------------------- | :------------------ | :------------------ | :------------------------ | :------------------------ | | Revenues | $2,641,280 | $2,534,164 | 4 | 5 | | Gross contribution | $1,959,198 | $1,877,690 | 4 | | | Gross contribution margin (%) | 74 | 74 | | | Business Measurements (FX Neutral, as of June 30): | Metric | 2025 (in thousands) | 2024 (in thousands) | Change | | :-------------------------- | :------------------ | :------------------ | :------- | | Contract Value | $5,034,000 | $4,799,000 | 5% | | GTS Client retention (%) | 84 | 83 | +1 point | | GTS Wallet retention (%) | 99 | 101 | -2 points | | GBS Client retention (%) | 87 | 87 | — | | GBS Wallet retention (%) | 104 | 106 | -2 points | * Insights contract value increased by 5% year-over-year (FX neutral), driven by new business from existing clients, with growth led by energy, manufacturing, and healthcare sectors163 * The decrease in both GTS and GBS wallet retention was largely due to lower levels of spending by existing clients compared to the same period in 2024164 Conferences Conferences Segment Performance Three Months Ended June 30: | Metric | 2025 (in thousands) | 2024 (in thousands) | % Change (Reported) (%) | % Change (FX Neutral) (%) | | :-------------------------- | :------------------ | :------------------ | :------------------------ | :------------------------ | | Revenues | $211,407 | $186,084 | 14 | 12 | | Gross contribution | $121,388 | $108,112 | 12 | | | Gross contribution margin (%) | 57 | 58 | -1 point | | | Number of destination conferences () | 19 | 16 | 19 | | Six Months Ended June 30: | Metric | 2025 (in thousands) | 2024 (in thousands) | % Change (Reported) (%) | % Change (FX Neutral) (%) | | :-------------------------- | :------------------ | :------------------ | :------------------------ | :------------------------ | | Revenues | $284,004 | $256,153 | 11 | 10 | | Gross contribution | $148,770 | $131,367 | 13 | | | Gross contribution margin (%) | 52 | 51 | +1 point | | | Number of destination conferences () | 29 | 28 | 4 | | * The increase in Q2 revenues was primarily due to holding three additional destination conferences in Q2 2025 compared to Q2 2024. The H1 revenue increase was primarily due to increased exhibitor revenue167168 Consulting Consulting Segment Performance Three Months Ended June 30: | Metric | 2025 (in thousands) | 2024 (in thousands) | % Change (Reported) (%) | % Change (FX Neutral) (%) | | :-------------------------- | :------------------ | :------------------ | :------------------------ | :------------------------ | | Revenues | $155,594 | $142,984 | 9 | 6 | | Gross contribution | $61,555 | $53,719 | 15 | | | Gross contribution margin (%) | 40 | 38 | +2 points | | Six Months Ended June 30: | Metric | 2025 (in thousands) | 2024 (in thousands) | % Change (Reported) (%) | % Change (FX Neutral) (%) | | :-------------------------- | :------------------ | :------------------ | :------------------------ | :------------------------ | | Revenues | $295,300 | $277,669 | 6 | 6 | | Gross contribution | $114,947 | $108,006 | 6 | | | Gross contribution margin (%) | 39 | 39 | — | | Business Measurements (FX Neutral, as of June 30): | Metric | 2025 (in thousands) | 2024 (in thousands) | Change | | :-------------------------- | :------------------ | :------------------ | :------- | | Backlog | $191,100 | $195,000 | (2)% | | Consultant utilization (%) | 65 | 67 | -2 points | * Consulting revenues increased due to a 26% (Q2) and 30% (H1) increase in contract optimization revenue, despite a 1% decrease in labor-based consulting revenue for H1 2025171172 * Backlog decreased by 2% (FX neutral) and consultant utilization decreased by 2 points for both the three and six months ended June 30, 2025173169 LIQUIDITY AND CAPITAL RESOURCES * The Company has adequate liquidity, with $2.2 billion in cash and cash equivalents and approximately $0.7 billion of available borrowing capacity on its revolving credit facility as of June 30, 2025175 * Cash provided by operating activities for the six months ended June 30, 2025, was $697.1 million, an increase of $138.3 million YoY, primarily due to improved timing of collections and lower income tax payments180181 * Cash used in financing activities for H1 2025 was $419.7 million, primarily for share repurchases totaling $437.2 million183 * Total debt principal outstanding was $2.5 billion as of June 30, 2025184 OFF BALANCE SHEET ARRANGEMENTS * The Company has not entered into any material off-balance sheet arrangements or transactions with unconsolidated entities or other persons from January 1, 2025, through June 30, 2025185 ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK This section outlines Gartner's exposure to various market risks, including interest rate risk, foreign currency risk, and credit risk, and describes the strategies and financial instruments used to manage and mitigate these exposures INTEREST RATE RISK * Approximately $274.4 million of the Company's total debt outstanding as of June 30, 2025, was based on a floating interest rate188 * The Company uses interest rate swap contracts to effectively convert floating interest rates on variable-rate borrowings to fixed rates, thereby reducing exposure to interest rate increases188 FOREIGN CURRENCY RISK * The Company is exposed to foreign currency translation and transaction risk due to a significant portion of revenues from sales outside the United States, primarily in Euro, British Pound, Japanese Yen, Australian dollar, and Canadian dollar189 * A 10% change in foreign currency exchange rates could impact cash and cash equivalents by approximately $97.9 million190 * Short-term foreign currency forward exchange contracts are used to mitigate foreign currency transaction risk191 CREDIT RISK * Financial instruments subject to credit risk include cash equivalents, fees receivable, interest rate swap contracts, and foreign currency forward exchange contracts192 * Concentration of credit risk is limited due to the use of large investment-grade commercial banks as counterparties and a diverse customer base192 ITEM 4. CONTROLS AND PROCEDURES This section confirms that Gartner's disclosure controls and procedures were effective as of June 30, 2025, and reports no material changes to internal control over financial reporting during the quarter * Management concluded that the Company's disclosure controls and procedures were effective as of June 30, 2025194 * No material changes in internal control over financial reporting occurred during the quarter ended June 30, 2025195 PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS This section states that Gartner is involved in routine legal proceedings but does not anticipate any material financial impact beyond amounts already accrued * The Company is involved in legal and administrative proceedings and litigation arising in the ordinary course of business196 * Potential liability in excess of accrued amounts is not expected to have a material effect on the Company's financial position, cash flows, or results of operations196 ITEM 1A. RISK FACTORS This section refers to the Annual Report on Form 10-K for a detailed discussion of risk factors, noting no material changes in the current reporting period * There were no material changes to the risk factors disclosed in Part I, Item 1A of the Annual Report on Form 10-K for the year ended December 31, 2024197 ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS This section confirms no unregistered sales of equity securities and provides a summary of common stock repurchases during the three months ended June 30, 2025 * There were no unregistered sales of equity securities during the period covered by this report198 Issuer Purchases of Equity Securities (Three Months Ended June 30, 2025) | Period | Total Number of Shares Purchased () | Average Price Paid Per Share ($) | Maximum Approximate Dollar Value of Shares That May Yet Be Purchased (in thousands) | | :-------------------------- | :----------------------------------- | :------------------------------- | :--------------------------------------------------------------------------------- | | April 1, 2025 to April 30, 2025 | 105,982 | $389.84 | $832,634 | | May 1, 2025 to May 31, 2025 | 225,922 | $443.11 | $736,638 | | June 1, 2025 to June 30, 2025 | 327,979 | $409.78 | $602,395 | | Total for the quarter | 659,883 | $417.99 | | ITEM 5. OTHER INFORMATION This section reports that no director or Section 16 officer adopted or terminated a Rule 10b5-1(c) trading arrangement during the second quarter of 2025 * No director or Section 16 officer adopted or terminated a trading arrangement intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or a non-Rule 10b5–1 trading arrangement during the three months ended June 30, 2025201 ITEM 6. EXHIBITS This section lists all exhibits filed with the Form 10-Q, including certifications, XBRL documents, and documents incorporated by reference * Exhibits include certifications (CEO, CFO), Inline XBRL Instance Document, Taxonomy Extension Schema, Calculation, Definition, Label, and Presentation Linkbase Documents, and the Cover Page Interactive Data File202 * Restated Certificate of Incorporation and By-laws of Gartner, Inc. are incorporated by reference203
Gartner(IT) - 2025 Q2 - Quarterly Report