Dividend equivalents boost Bentley Systems (BSY) director Kirk Griswold’s stake

Rhea-AI Filing Summary

Bentley Systems director Kirk B. Griswold reported an award of 70 shares of Class B Common Stock. The shares were granted at a price of $0.00 per share as dividend equivalent rights tied to earlier awards and will vest on the same terms as those original awards.

After this compensation-related acquisition, Griswold directly holds 461,282 shares of Class B Common Stock. This is a routine, non-market transaction rather than an open-market purchase or sale.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Griswold Kirk B.

(Last) (First) (Middle)

C/O BENTLEY SYSTEMS, INCORPORATED

685 STOCKTON DRIVE

(Street)

EXTON PENNSYLVANIA 19341

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
BENTLEY SYSTEMS INC [ BSY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/19/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class B Common Stock	03/19/2026		A(1)		70	A	$0.00	461,282	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents dividend equivalent rights that accrued to the Reporting Person in connection with a dividend paid by the Issuer on awards previously granted and vest on the same terms as the awards to which they relate.

	/s/ Michael T. Fischette, Attorney-in-Fact	03/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Kirk B. Griswold report for Bentley Systems (BSY)?

Kirk B. Griswold reported receiving 70 shares of Bentley Systems Class B Common Stock as a grant. These shares are dividend equivalent rights linked to earlier awards, not an open-market purchase, and were credited at a price of $0.00 per share.

How many Bentley Systems (BSY) shares does Kirk B. Griswold hold after this award?

After the reported transaction, Kirk B. Griswold directly holds 461,282 shares of Bentley Systems Class B Common Stock. The 70-share grant modestly increases his existing stake and reflects compensation-related dividend equivalents tied to previously granted awards.

What are the 70 Bentley Systems (BSY) shares granted to Kirk B. Griswold?

The 70 shares represent dividend equivalent rights that accrued on earlier Bentley Systems awards when a dividend was paid. These rights convert into additional Class B shares and vest on the same schedule and terms as the original underlying awards.

Was Kirk B. Griswold’s Bentley Systems (BSY) transaction an open-market buy or sell?

The transaction was not an open-market buy or sell. It was a compensation-related acquisition coded as a grant, reflecting dividend equivalent rights credited at $0.00 per share rather than a discretionary market trade in Bentley Systems stock.

How does the dividend equivalent right work in this Bentley Systems (BSY) filing?

Dividend equivalent rights give the holder additional shares when the company pays dividends on underlying awards. In this case, a dividend on prior Bentley Systems grants resulted in 70 extra Class B shares vesting on the same terms as those original awards.