Bentley Systems (BSY) COO receives 466 Class B shares via dividend equivalents

Rhea-AI Filing Summary

Bentley Systems Chief Operating Officer James K. Lee reported a compensation-related equity accrual rather than an open-market trade. He acquired 466 shares of Class B Common Stock at no cost through dividend equivalent rights that accrued on previously granted awards and will vest on the same terms as those awards. Following this grant, he directly holds 221,414 shares of Class B Common Stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Lee James K

Role Chief Operating Officer

Type	Security	Shares	Price	Value
Grant/Award	Class B Common Stock	466	$0.00	--

Holdings After Transaction: Class B Common Stock — 221,414 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares acquired: 466 shares Price per share: $0.00 per share Post-transaction holdings: 221,414 shares +2 more

5 metrics

Shares acquired 466 shares Grant of Class B Common Stock via dividend equivalent rights

Price per share $0.00 per share Reported transaction price for the 466-share grant

Post-transaction holdings 221,414 shares Class B Common Stock directly held by James K. Lee after the grant

Transaction date 2026-06-11 Date of the dividend equivalent rights share accrual

Transaction code A Classified as a grant, award, or other acquisition

Key Terms

dividend equivalent rights, Class B Common Stock, grant, award, or other acquisition

3 terms

dividend equivalent rights financial

"Represents dividend equivalent rights that accrued to the Reporting Person in connection with a dividend paid by the Issuer..."

Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.

Class B Common Stock financial

"security_title: Class B Common Stock"

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

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Form 4 Insider Transactions: What Each Field Means →

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Lee James K

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/11/2026

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	06/11/2026		A(1)		466	A	$0.00	221,414	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	06/15/2026
	** 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 Bentley Systems (BSY) report for James K. Lee?

Bentley Systems reported that Chief Operating Officer James K. Lee acquired 466 shares of Class B Common Stock. These were granted as dividend equivalent rights tied to earlier awards and carried no purchase price.

Was the Bentley Systems (BSY) insider transaction an open-market buy or sell?

The transaction was not an open-market buy or sell. James K. Lee received 466 Class B shares as a grant of dividend equivalent rights linked to prior awards, with a reported price of $0.00 per share.

How many Bentley Systems (BSY) shares does James K. Lee hold after this Form 4?

After the reported transaction, James K. Lee directly holds 221,414 shares of Bentley Systems Class B Common Stock. This figure reflects his position following the 466-share dividend equivalent rights accrual disclosed in the filing.

What are dividend equivalent rights in the Bentley Systems (BSY) Form 4 filing?

The filing states the 466-share grant represents dividend equivalent rights that accrued on previously granted awards. These rights vest on the same terms as the underlying awards, effectively delivering additional Class B shares instead of cash dividends.

What role does James K. Lee hold at Bentley Systems (BSY) in this Form 4?

James K. Lee is identified as the Chief Operating Officer of Bentley Systems. The Form 4 shows a compensation-related acquisition of 466 Class B shares via dividend equivalent rights, rather than an open-market purchase or sale.