Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The purpose of this Management’s Discussion and Analysis (“MD&A”) is to facilitate an understanding of significant factors influencing the quarterly operating results, financial condition and cash flows of Gartner, Inc. Additionally, the MD&A conveys our expectations of the potential impact of known trends, events or uncertainties that may impact future results. You should read this discussion in conjunction with our Condensed Consolidated Financial Statements and related notes included in this Quarterly Report on Form 10-Q and our Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Form 10-K”). Historical results and percentage relationships are not necessarily indicative of operating results for future periods. References to “Gartner,” the “Company,” “we,” “our” and “us” in this MD&A are to Gartner, Inc. and its consolidated subsidiaries.

FORWARD-LOOKING STATEMENTS

In addition to historical information, this Quarterly Report on Form 10-Q contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are any statements other than statements of historical fact, including statements regarding our expectations, beliefs, hopes, intentions, projections 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 other words of similar meaning.

We operate in a very competitive and rapidly changing environment that involves numerous known and unknown risks and uncertainties, some of which are beyond our control. Although we believe that the expectations reflected in any of our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our forward-looking statements. Our future quarterly and annual revenues, operating income, results of operations and cash flows, as well as any forward-looking statement, are subject to change and to inherent risks and uncertainties, such as those disclosed or incorporated by reference in our filings with the Securities and Exchange Commission. Important factors that could cause our actual results, performance and achievements, or industry results to differ materially from estimates or projections contained in our forward-looking statements include, among others, the following: the impact of global economic and geopolitical conditions, including inflation, and recession; uncertain effects, both direct and indirect, of changes and volatility in tariffs and trade policies; risks associated with the creditworthiness, budget cuts, priorities and shutdown of governments and agencies; our ability to carry out our strategic initiatives and manage associated costs; the timing of conferences and meetings, in particular our Gartner Symposium/Xpo series that normally occurs during the fourth quarter; our ability to achieve and effectively manage growth, including our ability to integrate our acquisitions and consummate and integrate future acquisitions; our ability to pay our debt obligations; our ability to maintain and expand our products and services; our ability to expand or retain our customer base; our ability to grow or sustain revenue from individual customers; our ability to attract and retain a professional staff of research analysts and consultants as well as experienced sales personnel upon whom we are dependent, especially in light of labor competition; our ability to achieve continued customer renewals and achieve new contract value, backlog and deferred revenue growth in light of competitive pressures; our ability to successfully compete with existing competitors and potential new competitors; our ability to enforce and protect our intellectual property rights; our ability to keep pace with technological developments in artificial intelligence (“AI”) and comply with evolving AI regulations; additional risks associated with international operations, including foreign currency fluctuations; the impact on our business resulting from changes in international conditions, including those resulting from the conflict in the Middle East, the war in Ukraine and current and future sanctions imposed by governments or other authorities; the impact of restructuring and other charges on our businesses and operations; cybersecurity incidents or other disruptions to our information systems; our ability to meet sustainability commitments and comply with applicable regulatory requirements, as well as potential reactions by customers to these commitments; the impact of changes in tax policy (including global minimum tax legislation) and heightened scrutiny from various taxing authorities globally; changes to laws and regulations; and other risks and uncertainties. The potential fluctuations in our operating income could cause period-to-period comparisons of operating results not to be meaningful and could provide an unreliable indication of future operating results. A description of the risk factors associated with our business is included under “Risk Factors” in Item 1A. of the 2024 Form 10-K, which is incorporated herein by reference.

Forward-looking statements are subject to risks, estimates and uncertainties that could cause actual results to differ materially from those discussed in, or implied by, the forward-looking statements. Factors that might cause such a difference include, but are not limited to, those listed above or described under “Risk Factors” in Item 1A of the 2024 Form 10-K. Readers should not place undue reliance on these forward-looking statements, which reflect management’s opinion only as of the date on which they were made. Forward-looking statements in this Quarterly Report on Form 10-Q speak only as of the date hereof, and forward-looking statements in documents attached that are incorporated by reference speak only as of the date of those documents. Except as required by law, we disclaim any obligation to review or update these forward-looking statements to reflect events or circumstances as they occur.

BUSINESS OVERVIEW

Gartner, Inc. (NYSE: IT) delivers actionable, objective insight that drives smarter decisions and stronger performance on an organization’s mission-critical priorities.

We deliver our products and services globally through three business segments – Research, Conferences and Consulting, as described below.

• Research** equips executives and their teams from every function and across all industries with actionable, objective insight, guidance and tools. Our experienced experts deliver all this value informed by an unmatched combination of practitioner-sourced and data-driven research to help our clients address their mission critical priorities.

• Conferences** provides executives and teams across an organization the opportunity to learn, share and network. From our Gartner Symposium/Xpo series, to industry-leading conferences focused on specific business roles and topics, to peer-driven sessions, our offerings enable attendees to experience the best of Gartner insight and guidance.

• Consulting** serves senior executives leading technology-driven strategic initiatives leveraging the power of Gartner’s actionable, objective insight. Through custom analysis and on-the-ground support we enable optimized technology investments and stronger performance on our clients’ mission critical priorities.

As of March 31, 2025 we had 21,107 employees globally, an increase of 4.0% from March 31, 2024.

Recent Developments

Our Research contract value with the US federal government was approximately $225.0 million at March 31, 2025, as compared to approximately $275.0 million at December 31, 2024. Nearly all of our US federal contracts will come to term during 2025, with about 40% having transacted in the first quarter of 2025, the largest quarter of this calendar year. Slightly less than half of the US federal government contract value that was eligible for renewal in the first quarter of 2025 was retained. In addition to the non-renewals, we received notices of termination-for-convenience from various US government agencies for approximately $30.0 million of contracts in the first quarter of 2025. These contracts are non-refundable, with nearly all scheduled to expire during 2025.

As the current geopolitical environment remains unpredictable, we continue to monitor and evaluate the impact, both direct and indirect, of government actions that could adversely impact our business operations and financial performance.

BUSINESS MEASUREMENTS

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

BUSINESS SEGMENT						BUSINESS MEASUREMENT
Research						Contract value represents the dollar value attributable to all of our subscription-related contracts. It is calculated as the annualized value of all contracts in effect at a specific point in time, without regard to the duration of the contract. Contract value primarily includes Research deliverables for which revenue is recognized on a ratable basis, as well as other deliverables (primarily Conferences tickets) for which revenue is recognized when the deliverable is utilized. Comparing contract value year-over-year not only measures the short-term growth of our business, but also signals the long-term health of our Research subscription business since it measures revenue that is highly likely to recur over a multi-year period. Our contract value consists of Global Technology Sales contract value, which includes sales to users and providers of technology, and Global Business Sales contract value, which includes sales to all other functional leaders.
						Client retention rate represents a measure of client satisfaction and renewed business relationships at a specific point in time. Client retention is calculated on a percentage basis by dividing our current clients, who were also clients a year ago, by all clients from a year ago. Client retention is calculated at an enterprise level, which represents a single company or customer.
						Wallet retention rate represents a measure of the amount of contract value we have retained with clients over a twelve-month period. Wallet retention is calculated on a percentage basis by dividing the contract value of our current clients, who were also clients a year ago, by the contract value from a year ago, excluding the impact of foreign currency exchange. When wallet retention exceeds client retention, it is an indication of retention of higher-spending clients, or increased spending by retained clients, or both. Wallet retention is calculated at an enterprise level, which represents a single company or customer.
Conferences						Number of destination conferences represents the total number of hosted in-person conferences completed during the period. Single day, local meetings are excluded.
						Number of destination conferences attendees represents the total number of people who attend in-person conferences. Single day, local meetings are excluded.
Consulting						Consulting backlog represents future revenue to be derived from in-process consulting and benchmark analytics engagements.
						Utilization rate represents a measure of productivity of our consultants. Utilization rates are calculated for billable headcount on a percentage basis by dividing total hours billed by total hours available to bill.

EXECUTIVE SUMMARY OF OPERATIONS AND FINANCIAL POSITION

The fundamentals of our strategy include a focus on creating actionable insight for executives and their teams, delivering innovative and highly differentiated product offerings, building a strong sales 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 $1.5 billion during the first quarter of 2025, an increase of 4% compared to the first quarter of 2024. During the first quarter of 2025, revenues for Research, Conferences and Consulting each increased by 4%, compared to the first quarter of 2024. For a more complete discussion of our results by segment, see Segment Results below.

For the first quarter of 2025 and 2024, we had net income of $210.9 million and $210.5 million, respectively, and diluted net income per share of $2.71 and $2.67, respectively. Cash provided by operating activities was $0.3 billion and $0.2 billion during the three months ended March 31, 2025 and 2024, respectively. As of March 31, 2025, we had $2.1 billion of cash and cash equivalents and approximately $0.7 billion of available borrowing capacity on our revolving credit facility. For a more complete discussion of our cash flows and financial position, see the Liquidity and Capital Resources section below.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

For information regarding our critical accounting policies and estimates, please refer to Part II, Item 7, “Critical Accounting Policies and Estimates” contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024. There have been no material changes to the critical accounting policies previously disclosed in that report.

RECENTLY ISSUED ACCOUNTING STANDARDS

The FASB has issued accounting standards that have not yet become effective and that may impact the Company’s consolidated financial statements or its disclosures in future periods. Note 1 — Business and Basis of Presentation in the Notes to Condensed Consolidated Financial Statements provides information regarding those accounting standards.

RESULTS OF OPERATIONS

Consolidated Results

The table below presents an analysis of selected line items and period-over-period changes in our interim Condensed Consolidated Statements of Operations for the periods indicated (in thousands).

			Three Months Ended March 31, 2025						Three Months Ended March 31, 2024						Increase (Decrease)						Increase (Decrease) %
Total revenues			$	1,534,130					$	1,472,926					$	61,204					4		%
Costs and expenses:
Cost of services and product development			475,030						459,441						15,589						3
Selling, general and administrative			730,308						689,833						40,475						6
Depreciation			28,866						26,317						2,549						10
Amortization of intangibles			21,894						22,990						(1,096)						(5)
Acquisition and integration charges			—						460						(460)						(100)
Operating income			278,032						273,885						4,147						2
Interest expense, net			(13,413)						(19,219)						(5,806)						(30)
Other income, net			2,389						4,891						(2,502)						(51)
Less: Provision for income taxes			56,069						49,012						7,057						14
Net income			$	210,939					$	210,545					$	394					—		%

In addition to GAAP results, we provide foreign currency neutral dollar amounts and percentages for our revenues, certain expenses, contract values and other metrics. These foreign currency neutral dollar amounts and percentages eliminate the effects of exchange rate fluctuations and thus provide a more accurate and meaningful trend in the underlying business performance being measured. We calculate foreign currency neutral dollar amounts by converting the underlying amounts in local currency for different periods into U.S. dollars by applying the same foreign exchange rates to all periods presented.

Total revenues for the three months ended March 31, 2025 were $1.5 billion, an increase of $61.2 million, or 4% compared to the same period in 2024 on a reported basis and 6% excluding the foreign currency impact. Refer to the section of this MD&A below entitled “Segment Results” for a discussion of revenues and results by segment.

Cost of services and product development was $475.0 million during the three months ended March 31, 2025, an increase of $15.6 million compared to the same period in 2024, or 3% on a reported basis and 4% excluding the foreign currency impact. The increase in Cost of services and product development was primarily due to a $19.0 million increase in personnel expenses associated with headcount increases. Cost of services and product development as a percent of revenues was 31% for each of the three months ended March 31, 2025 and 2024.

Selling, general and administrative (“SG&A”) expense was $730.3 million during the three months ended March 31, 2025, an increase of $40.5 million compared to the same period in 2024, or 6% and on a reported basis and 7% excluding the foreign currency impact. The increase in SG&A expense during the three months ended March 31, 2025 was primarily a result of a $40.8 million increase in personnel expenses due to increased headcount. The number of quota-bearing sales associates in Global Technology Sales increased by 3% to 3,707 and in Global Business Sales, increased by 9% to 1,331 compared to March 31, 2024. On a combined basis, the total number of quota-bearing sales associates increased by 4% when compared to March 31, 2024. SG&A expense as a percent of revenues was 48% and 47% during the three months ended March 31, 2025 and 2024, respectively.

Depreciation increased by 10% during the three months ended March 31, 2025, compared to the same periods in 2024. The increase for the three months ended March 31, 2025 was primarily due to increased software additions during the last twelve months.

Amortization of intangibles decreased by 5% during the three months ended March 31, 2025, compared to the same periods in 2024, due to certain intangible assets becoming fully amortized in 2024.

Acquisition and integration charges decreased by $0.5 million during the three months ended March 31, 2025, respectively, compared to the same periods in 2024.

Operating income was $278.0 million and $273.9 million during the three months ended March 31, 2025 and 2024, respectively. The slight increase in operating income for the three months ended March 31, 2025 as compared to the prior year period was primarily due to increased revenues, partially offset by increases in cost of services and product development and selling, general and administrative expenses.

Interest expense, net decreased by $5.8 million during the three months ended March 31, 2025, compared to the same period in 2024. The decrease for the three months ended March 31, 2025 was due to increased interest income, primarily as a result of higher cash balances than the prior year.

Other income, net for the periods presented herein included the net impact of foreign currency gains and losses from our hedging activities. Other income, net for the three months ended March 31, 2025 and 2024 also included gains of $0.2 million and $4.5 million, respectively, on de-designated interest rate swaps.

The provision for income taxes was $56.1 million and $49.0 million for the three months ended March 31, 2025 and 2024, respectively. The effective income tax rate was 21.0% and 18.9% for the three months ended March 31, 2025 and 2024, respectively. The effective income tax rate is higher in the current year primarily due to larger unrecognized tax benefits compared to the same period in the prior year.

Net income for the three months ended March 31, 2025 and 2024 was $210.9 million and $210.5 million, respectively. Our diluted net income per share during the three months ended March 31, 2025 increased by $0.04. The slight increase in net income during the three months ended March 31, 2025 was primarily due to an increase in revenues and lower interest expense, net, partially offset by increases in operating expenses and the provision for income taxes.

SEGMENT RESULTS

We evaluate reportable segment performance and allocate resources based on gross contribution margin. Gross contribution is defined as operating income or loss excluding certain Cost of services and product development expenses, SG&A expenses, Depreciation, Amortization of intangibles, Acquisition and integration charges and Gain from sale of divested operation. Gross contribution margin is defined as gross contribution as a percent of revenues.

Reportable Segments

The sections below present the results of the Company’s three reportable business segments: Research, Conferences and Consulting.

Research

			As Of And For The Three Months Ended March 31, 2025						As Of And For The Three Months Ended March 31, 2024						Increase (Decrease)						Percentage Increase (Decrease)
Financial Measurements:
Revenues (1)			$	1,321,827					$	1,268,172					$	53,655					4		%
Gross contribution (1)			$	984,523					$	944,570					$	39,953					4		%
Gross contribution margin			74		%				74		%				—						—
Business Measurements:
Contract Value (1), (3)			$	5,051,000					$	4,732,000					$	319,000					7		%
Global Technology Sales (2):
Contract value (1), (3)			$	3,853,000					$	3,650,000					$	203,000					6		%
Client retention			84		%				83		%				1 point						—
Wallet retention			101		%				101		%				—						—
Global Business Sales (2):
Contract value (1), (3)			$	1,198,000					$	1,082,000					$	116,000					11		%
Client retention			87		%				87		%				—						—
Wallet retention			105		%				107		%				(2) points						—

(1)Dollars in thousands.

(2)Global Technology Sales includes sales to users and providers of technology. Global Business Sales includes sales to all other functional leaders.

(3)Contract values are on a foreign currency neutral basis. Contract values as of March 31, 2024 have been calculated using the same foreign currency rates as 2025.

Research revenues increased by $53.7 million during the three months ended March 31, 2025 compared to the same period in 2024, or 4% on a reported basis and 6% excluding the foreign currency impact. The increase in revenues during 2025 was primarily due to Research contract value growth in 2024. The segment gross contribution margin was 74% for both the three months ended March 31, 2025 and 2024.

Contract value increased to $5.1 billion at March 31, 2025, or 7% compared to March 31, 2024 excluding the foreign currency impact. The majority of industry sectors grew high single-digit rates. Growth was led by the energy, manufacturing and healthcare sectors, with public sector lagging in the low single digits. Global Technology Sales (“GTS”) contract value increased by 6% at March 31, 2025 when compared to March 31, 2024. The increase in GTS contract value was primarily due to new business from existing clients. GTS contract value increased by mid single-digit rates or faster for all enterprise sizes except small enterprises and public sector and nearly all industry sectors. Global Business Sales (“GBS”) contract value increased by 11% year-over-year, also primarily driven by new business from existing clients. The majority of our GBS practices achieved double-digit growth rates, with the majority of enterprise sizes and sectors growing double-digits year-over-year as well.

GTS client retention was 84% and 83% as of March 31, 2025 and 2024, respectively while wallet retention was 101% for both periods. GBS client retention was 87% as of both March 31, 2025 and 2024, while wallet retention was 105% and 107%, respectively. The decrease in GBS wallet retention was largely due to lower levels of spending by existing clients compared to the same period in 2024.

Conferences

			Three Months Ended March 31, 2025						Three Months Ended March 31, 2024						Increase (Decrease)						Percentage Increase (Decrease)
Financial Measurements:
Revenues (1)			$	72,597					$	70,069					$	2,528					4		%
Gross contribution (1)			$	27,382					$	23,255					$	4,127					18		%
Gross contribution margin			38		%				33		%				5 points						—
Business Measurements:
Number of destination conferences (2)			10						12						(2)						(17)		%
Number of destination conferences attendees (2)			11,911						13,857						(1,946)						(14)		%

(1)Dollars in thousands.

(2)Single day, local meetings are excluded.

Conferences revenues increased by $2.5 million during the three months ended March 31, 2025 compared to the same period in 2024, or 4% on a reported basis and 5% excluding the foreign currency impact. The increase in revenues for the three months ended March 31, 2025 was primarily due to increased exhibitor revenue compared to the same period in 2024. We held 10 and 12 in-person destination conferences during the three months ended March 31, 2025 and 2024, respectively. Gross contribution increased to $27.4 million during the three months ended March 31, 2025 compared to $23.3 million in the same period last year. The increase in gross contribution during the three months ended March 31, 2025 was primarily the result of the increase in revenues, as well as a decrease in conference-related expenses as a result of two destination conferences moving from the first quarter to the second quarter in 2025.

Consulting

			As Of And For The Three Months Ended March 31, 2025						As Of And For The Three Months Ended March 31, 2024						Increase (Decrease)						Percentage Increase (Decrease)
Financial Measurements:
Revenues (1)			$	139,706					$	134,685					$	5,021					4		%
Gross contribution (1)			$	53,392					$	54,287					$	(895)					(2)		%
Gross contribution margin			38		%				40		%				(2) points						—
Business Measurements:
Backlog (1), (2)			$	213,500					$	183,700					$	29,800					16		%
Billable headcount			968						948						20						2		%
Consultant utilization			64		%				66		%				(2) points						—

(1)Dollars in thousands.

(2)Backlog is on a foreign currency neutral basis. Backlog as of March 31, 2024 has been calculated using the same foreign currency rates as 2025.

Consulting revenues increased by 4% during the three months ended March 31, 2025 compared to the same period in 2024 on a reported basis and 5% excluding the foreign currency impact, with a decrease in labor-based consulting revenue of 4% and an increase in contract optimization revenue of 36%, each on a reported basis. Contract optimization revenue may vary significantly and, as such, revenues for the first quarter of 2025 may not be indicative of results for the remainder of 2025 or beyond. The segment gross contribution margin was 38% and 40% for the three months ended March 31, 2025 and 2024, respectively. The decrease in gross contribution margin for the three months ended March 31, 2025 was primarily due to an increase in personnel expenses due to higher headcount.

Backlog increased by $29.8 million, or 16%, from March 31, 2024 to March 31, 2025, excluding the foreign currency impact.

LIQUIDITY AND CAPITAL RESOURCES

We finance our operations through cash generated from our operating activities and, to a lesser extent, borrowings. Note 7 — Debt in the Notes to Condensed Consolidated Financial Statements provides additional information regarding the Company’s outstanding debt obligations. At March 31, 2025, we had $2.1 billion of cash and cash equivalents and approximately $0.7 billion of available borrowing capacity on the revolving credit facility under our 2024 Credit Agreement. We believe that the Company has adequate liquidity to meet its currently anticipated needs for both the next twelve months and the foreseeable future.

We have historically generated significant cash flows from our operating activities, benefiting from the favorable working capital dynamics of our subscription-based business model in our Research segment, which is our largest business segment and historically has constituted a significant portion of our total revenues. The majority of our Research customer contracts are paid in advance and, combined with a strong customer retention rate and high incremental margins, our subscription-based business model has resulted in continuously strong operating cash flow. Cash flow generation has also benefited from our ongoing efforts to improve the operating efficiencies of our businesses as well as a focus on the optimal management of our working capital as we increase sales.

During the fourth quarter of 2024, we entered into an amended lease agreement to significantly reduce the square footage and reduce future lease payments at one of our leased locations. We made an installment payment of $24.0 million during the fourth quarter of 2024, and will make an equal installment payment during the second quarter of 2025 in consideration for the lease amendment.

Our cash and cash equivalents are held in numerous locations throughout the world with 41% held outside the U.S. at March 31, 2025. We intend to distribute a portion of the accumulated undistributed earnings of non-U.S. subsidiaries as of March 31, 2025 in conjunction with global restructuring activity and have recorded a modest tax expense for the anticipated impact of such distribution. We continue to assert our intention to reinvest substantially all remaining accumulated undistributed foreign earnings, except in instances where repatriation would result in minimal additional tax..

The table below summarizes the changes in our cash balances for the periods indicated (in thousands).

			Three Months Ended March 31, 2025						Three Months Ended March 31, 2024						Increase (Decrease)
Cash provided by operating activities			$	313,512					$	188,836					$	124,676
Cash used in investing activities			(25,569)						(24,660)						(909)
Cash used in financing activities			(152,936)						(219,681)						66,745
Net increase (decrease) in cash and cash equivalents and restricted cash			135,007						(55,505)						190,512
Effects of exchange rates on cash and cash equivalents			22,894						(27,693)						50,587
Beginning cash and cash equivalents and restricted cash			1,933,147						1,319,599						613,548
Ending cash and cash equivalents			$	2,091,048					$	1,236,401					$	854,647

Operating

Cash provided by operating activities was $313.5 million and $188.8 million during the three months ended March 31, 2025 and 2024, respectively. The year-over-year increase was primarily due to the improved timing of collections.

Investing

Cash used in investing activities was $25.6 million and $24.7 million during the three months ended March 31, 2025 and 2024, respectively. The increase from 2024 to 2025 was primarily the result of higher leasehold improvements expenditures.

Financing

Cash used in financing activities was $152.9 million and $219.7 million during the three months ended March 31, 2025 and 2024, respectively. We used $162.7 million and $225.1 million of cash for share repurchases during the three months ended

March 31, 2025 and 2024, respectively. In March 2024, the Company borrowed $274.4 million under the 2024 Credit Agreement. The initial borrowing was used to repay the outstanding amounts under the 2020 Credit Agreement.

Debt

As of March 31, 2025, the Company had $2.5 billion of principal amount of debt outstanding. Note 7 — Debt in the Notes to Condensed Consolidated Financial Statements provides additional information regarding the Company’s outstanding debt obligations. From time to time, the Company may seek to retire or repurchase its outstanding debt through various methods including open market repurchases, negotiated block transactions, or otherwise, all or some of which may be effected through Rule 10b5-1 plans. Such transactions, if any, depend on prevailing market conditions, our liquidity and capital requirements, contractual restrictions, and other factors, and may involve material amounts.

OFF BALANCE SHEET ARRANGEMENTS

From January 1, 2025 through March 31, 2025, the Company has not entered into any material off-balance sheet arrangements or transactions with unconsolidated entities or other persons.