STOCK TITAN

Bentley Systems, Incorporated 8-K Filings

BSY NASDAQ

Every 8-K that Bentley Systems, Incorporated (BSY) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow BSY and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full BSY filings page.

Rhea-AI Summary

Bentley Systems, Incorporated (BSY) announced that its Board of Directors declared a $0.07 per share cash dividend for the third quarter of 2026. The dividend will be payable on September 29, 2026 to stockholders of record of both Class A and Class B common stock as of the close of business on September 22, 2026.

The company notes that any future decisions regarding share repurchases or quarterly dividends will depend on its financial condition, results of operations, and other factors such as macroeconomic conditions and tax law changes, as determined by its board of directors.

Rhea-AI Summary

Bentley Systems reported second‑quarter 2026 total revenues of $410.7 million, up 12.8% year‑over‑year (12.2% on a constant currency basis). Subscriptions revenue was $378.6 million, up 13.6%, and Annualized Recurring Revenues were $1,536.0 million with a last twelve‑month dollar‑based net retention rate of 109%.

Operating income margin for the quarter was 21.6% versus 23.2% a year earlier, while AOI less Operating SBC margin was 28.3% versus 29.3%. Net income per diluted share rose to $0.25 from $0.22, and Adjusted EPS increased to $0.35 from $0.32. Free cash flow for the quarter was $63.8 million, up from $57.0 million.

For the first six months of 2026, total revenues were $834.9 million, up 13.6% year‑over‑year, with subscriptions revenue of $771.1 million, up 14.1%. Management emphasized continued demand in resources and public works/utilities, progress in Infrastructure AI offerings, and the use of non‑GAAP metrics such as AOI less Operating SBC, Adjusted EPS, free cash flow, and Adjusted EBITDA to assess underlying performance and liquidity.

Rhea-AI Summary

Bentley Systems, Incorporated reported the results of its 2026 annual meeting and declared a cash dividend for the second quarter of 2026. Stockholders elected all nominated directors, with support levels generally above 485 million votes for each candidate and additional broker non-votes recorded.

Stockholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers, with 532,030,070 votes for and 18,740,829 against, and ratified the appointment of KPMG LLP as independent registered public accounting firm for 2026. The Board of Directors declared a $0.07 per share dividend payable on June 11, 2026 to holders of Class A and Class B common stock of record as of June 2, 2026.

Rhea-AI Summary

Bentley Systems reported a strong start to 2026 in its first‑quarter Form 8‑K. Total revenues were $424.2 million, up 14.5% year‑over‑year, with subscriptions revenues of $392.5 million, up 14.7%. Annualized Recurring Revenues reached $1,494.5 million, with an 11.5% constant‑currency ARR growth rate.

Operating income margin was 29.8% and AOI less Operating SBC margin was 33.2%. Net income attributable to Bentley Systems was $95.4 million, or $0.30 per diluted share, while Adjusted EPS was $0.38. Free cash flow was $187.9 million, down from $216.4 million a year earlier.

Management highlighted continued AI‑driven product initiatives and strong performance in its Resources and Public Works / Utilities sectors. On the balance sheet, the company repaid its 2026 convertible notes and, via an April 23, 2026 amendment, added a new $550 million term loan, increasing total credit facility capacity to $1.85 billion and keeping net debt leverage under 2x.

Rhea-AI Summary

Bentley Systems, Incorporated entered into a First Amendment and Incremental Facility Agreement that amends its existing Second Amended and Restated Credit Agreement. The amendment provides a new $550 million senior secured term loan maturing on October 18, 2029, with a possible earlier “springing” maturity 91 days before the company’s convertible debt comes due if certain liquidity conditions are not met.

The term loan bears interest, at Bentley’s option, at either the Alternate Base Rate or the Term SOFR Rate, plus a margin tied to the company’s Net Leverage Ratio. It can be repaid at any time without prepayment premiums. Principal is scheduled to amortize quarterly at 1.25% of the initial $550 million, beginning on the last business day of the fiscal quarter ending June 30, 2027.

Rhea-AI Summary

Bentley Systems reported solid growth for the quarter and year ended December 31, 2025 and outlined its 2026 outlook. Fourth-quarter total revenues were $391.6 million, up 11.9%, with subscriptions at $356.6 million. Annualized recurring revenues reached $1,462.1 million, up from $1,283.3 million, an 11.5% constant currency growth rate. Operating income margin improved to 20.0%, and Adjusted EPS rose to $0.27 from $0.21.

For full-year 2025, total revenues were $1,501.8 million, up 11.0%, with subscriptions at $1,376.7 million, up 12.5%. Net income per diluted share increased to $0.85, while Adjusted EPS grew to $1.21. Free cash flow rose to $520.2 million from $421.2 million, and operating cash flows reached $538.5 million. The company highlighted strong ARR quality, higher margins, and lowered net debt leverage to 2.1 times, aided by repaying $678 million of 0.125% convertible notes and drawing $610 million from revolving credit facilities.

The board declared a first-quarter 2026 dividend of $0.07 per share, payable on March 19, 2026 to Class A and Class B stockholders of record on March 10, 2026. For 2026, Bentley targets total revenues of $1,685–$1,715 million (constant currency growth of 11–13%), ARR growth of 10.5–12.5%, AOI less Operating SBC of $495–$510 million, and free cash flow of $500–$570 million. Management also emphasized AI-driven opportunities, recent acquisitions of Talon Aerolytics and Pointivo’s technology to strengthen Asset Analytics, and continued focus on programmatic acquisitions, dividends, and share repurchases.

Rhea-AI Summary

Bentley Systems, Incorporated reported that its board declared a quarterly cash dividend of $0.07 per share for the fourth quarter of 2025. The dividend will be paid on December 11, 2025 to holders of Class A and Class B common stock who are on record as of the close of business on December 4, 2025.

The board also approved an extension and expansion of the BSY Stock Repurchase Program, authorizing the company to repurchase up to $500 million of Class B common stock and/or outstanding convertible senior notes from November 21, 2025 through December 31, 2028. This updated authorization replaces the prior program, which was scheduled to expire on June 30, 2026.

Rhea-AI Summary

Bentley Systems, Incorporated furnished an 8-K announcing it issued a press release with financial results for the three and nine months ended September 30, 2025. The company provided an explanation of its non-GAAP measures and included reconciliations to comparable GAAP metrics.

The materials were furnished, not filed, and are available as Exhibit 99.1 (press release) and Exhibit 99.2 (non-GAAP measures), with the cover page Inline XBRL data included as Exhibit 104.

Rhea-AI Summary

Bentley Systems (BSY) changed the default settlement method for its 0.125% Convertible Senior Notes due 2026 to Physical Settlement. Starting October 15, 2025, any note conversions will be settled by delivering shares of the company’s Class B common stock in accordance with the Indenture.

This adjustment clarifies how future conversions will be handled under the existing note terms and directs settlement toward share delivery rather than alternative methods.