FORM 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
June 20, 2008
GARTNER, INC.
(Exact name of registrant as specified in its charter)
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DELAWARE
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1-14443
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04-3099750 |
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(State or Other
Jurisdiction of
Incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.) |
P.O. Box 10212
56 Top Gallant Road
Stamford, CT 06902-7747
(Address of Principal Executive Offices, including Zip Code)
(203) 316-1111
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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TABLE OF CONTENTS
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ITEM 1.01. |
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ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. |
On June 20, 2008, Gartner, Inc. (Gartner) entered into an agreement (the Silver Lake Stock
Purchase Agreement) with Silver Lake Partners, L.P., a Delaware limited partnership, Silver Lake
Investors, L.P., a Delaware limited partnership, and Silver Lake Technology Investors, L.L.C., a
Delaware limited liability company (collectively, Silver Lake) pursuant to which Gartner agreed
to purchase an aggregate of 1,250,000 shares of common stock from Silver Lake at a price of $21.50
per share, for total aggregate consideration of $26,875,000 (the Silver Lake Repurchase).
The Silver Lake Stock Purchase Agreement is attached hereto as Exhibit 10.1. The above description
is qualified in its entirety by reference to such exhibit.
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ITEM 9.01. |
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FINANCIAL STATEMENTS AND EXHIBITS. |
(d) Exhibits
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10.1
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Stock Purchase Agreement, dated June 20, 2008, by and between Gartner and Silver Lake |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Gartner, Inc.
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Date: June 23, 2008 |
By: |
/s/ Christopher J. Lafond
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Christopher J. Lafond |
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Executive Vice President,
Chief Financial Officer |
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