Bentley Systems (BSY) grants Gregory Bentley 3,019 Class B shares

Rhea-AI Filing Summary

BENTLEY GREGORY S reported acquisition or exercise transactions in this Form 4 filing.

Bentley Systems Inc. executive chair and president Gregory S. Bentley received 3,019 shares of Class B common stock at no cost as a grant or award. A footnote explains these represent dividend equivalent rights that accrued from a dividend on previously granted awards and will vest on the same terms as those underlying awards.

After this award, he directly holds 7,617,860 Class B shares. Additional indirect holdings reported include 29,155 shares held by his spouse and 92,654 shares held by a 401(k) plan.

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

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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^*

BENTLEY GREGORY S

(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	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chair & President

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)		3,019	A	$0.00	7,617,860	D
Class B Common Stock								29,155	I	By spouse
Class B Common Stock								92,654	I	By 401(K) Plan

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 did Gregory S. Bentley report in this BSY Form 4 filing?

Gregory S. Bentley reported receiving 3,019 shares of Bentley Systems Class B common stock as a grant or award. These shares are tied to dividend equivalent rights on earlier awards and were received at no purchase price.

How many Bentley Systems (BSY) shares did Gregory Bentley acquire?

He acquired 3,019 shares of Class B common stock. The shares stem from dividend equivalent rights on previously granted awards and increase his direct holdings, rather than reflecting an open-market stock purchase.

What are the dividend equivalent rights mentioned in the Bentley Systems Form 4?

Dividend equivalent rights are additional share units that accrue when the company pays dividends on previously granted awards. In this case, they converted into 3,019 Class B shares, vesting on the same schedule as the original awards.

What are Gregory Bentley’s total reported Bentley Systems Class B holdings after this transaction?

After the transaction, he directly holds 7,617,860 Class B shares. The filing also reports 29,155 shares held indirectly through his spouse and 92,654 shares held indirectly through a 401(k) plan associated with him.

Was this Bentley Systems (BSY) Form 4 transaction a market buy or sell?

It was not a market buy or sell. The Form 4 shows a grant-type acquisition of 3,019 Class B shares at a price of $0.00 per share, arising from dividend equivalent rights on prior equity awards.

How significant is the 3,019-share award for Bentley Systems executive Gregory Bentley?

The 3,019-share award is relatively small compared with his 7,617,860 directly held shares. It appears as routine compensation-related accretion from dividend equivalent rights rather than a large, discretionary trade in the company’s stock.