S-8 POS
Registration No. 333-42587
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
GARTNER, INC.
exact name of Registrant as specified in its charter)
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Delaware
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04-3099750 |
(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.) |
P.O. Box 10212
56 Top Gallant Road
Stamford, CT 06904-2212
(203) 316-1111
(Address, including zip code, and telephone number,
including area code, of registrants principal executive offices)
Gartner, Inc. Savings and Investment Plan
(Full title of the plan)
Lewis G. Schwartz, Esq.
General Counsel
Gartner, Inc.
P.O. Box 10212
56 Top Gallant Road
Stamford, CT 06904-2212
(203) 316-6631
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Copy to:
Edward M. Kane, Esq.
Shipman & Goodwin LLP
300 Atlantic Street
Stamford, Connecticut 06901
(203) 324-8100
TABLE OF CONTENTS
EXPLANATORY STATEMENT
Gartner, Inc. (f/k/a Gartner Group, Inc.) (the Company) originally filed a Registration
Statement on Form S-8, File No. 333-42587, with the Securities and Exchange Commission on December
18, 1997 (the Original Form S-8), covering an aggregate of 1,000,000 shares of common stock, par
value $.0005 per share, of the Company (the Common Stock) and an indeterminate amount of
interests to be offered and sold under the Companys Savings and Investment Plan (the Plan).
Effective December 31, 2005, the Company terminated the option to invest in shares of Common
Stock under the Plan.
Accordingly, this Post-Effective Amendment No. 1 is being filed to deregister all shares of
Common Stock and all Plan interests of the Company previously registered on the Original Form S-8
that were unsold as of December 31, 2005.
(Remainder of page intentionally blank;
signatures follow)
SIGNATURES
Pursuant to requirements of the Securities Act of 1933, the Registrant certifies that it has
reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has
duly caused this Post-Effective Amendment No. 1 to this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Stamford, State of
Connecticut, on July 27, 2006.
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GARTNER, INC.
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By: |
/s/ Eugene A. Hall
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Eugene A. Hall |
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Chief Executive Officer |
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POWER OF ATTORNEY
Pursuant to the requirements of the Securities Act of 1933, this Post Effective Amendment
No. 1 to this Registration Statement has been signed by the following persons in the capacities and
on the dates indicated.
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Signature |
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/s/ Eugene A. Hall
Eugene A. Hall
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Chief
Executive Officer
and Director
(principal
executive officer)
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July 27, 2006 |
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/s/ Christopher Lafond
Christopher Lafond
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Executive
Vice President and
Chief Financial
Officer (principal
financial officer)
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July 27, 2006 |
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/s/ Michael J. Bingle
Michael J. Bingle
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Director
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July 27, 2006 |
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/s/ Richard J. Bressler
Richard J. Bressler
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Director
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August 14, 2006 |
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/a/ Anne Sutherland Fuchs
Anne Sutherland Fuchs
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Director
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July 27, 2006 |
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/s/ William O. Grabe
William O. Grabe
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Director
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July 27, 2006 |
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/s/ Max D. Hopper
Max D. Hopper
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Director
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July 27, 2006 |
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/s/ Stephen G. Pagliuca
Stephen G. Pagliuca
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Director
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August 14, 2006 |
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/s/ James C. Smith
James C. Smith
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Director
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July 27, 2006 |
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/s/ Jeffrey W. Ubben
Jeffrey W. Ubben
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Director
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July 27, 2006 |
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/s/ Maynard G. Webb. Jr.
Maynard G. Webb, Jr.
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Director
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July 27, 2006 |
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/s/ John R. Joyce
John R. Joyce
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Director
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August 14, 2006 |
Pursuant to the requirements of the Securities Act of 1933, the undersigned trustee(s)
(or other persons who administer the Registrants Savings and Investment Plan) have duly caused
this Post-Effective Amendment No. 1 to this Registration Statement to be signed on their behalf by
the undersigned, thereunto duly authorized, in the City of Stamford, State of Connecticut, on July
27, 2006.
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Gartner, Inc. Savings and Investment Plan
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By: |
/s/Christopher Lafond
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Christopher Lafond,
Administrative Committee Chairman |
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