Bentley Systems (BSY) CRO reports RSU vesting and tax share withholding

Rhea-AI Filing Summary

Bentley Systems Chief Revenue Officer Ballard Brock reported equity award activity in company stock. On January 23, 2026, he acquired 17,343 shares of Class B Common Stock at $38.84 per share upon the vesting of performance-based restricted stock units previously granted to him. On the same date, 4,977 shares of Class B Common Stock at $38.84 per share were withheld by Bentley Systems to cover taxes due on this vesting. After these transactions, Brock directly held 78,343 shares of Bentley Systems Class B Common Stock.

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^*

Ballard Brock

(Last) (First) (Middle)

C/O BENTLEY SYSTEMS, INCORPORATED

685 STOCKTON DRIVE

(Street)

EXTON PA 19341

(City) (State) (Zip)

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 Revenue Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026

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

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

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

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	01/23/2026		A(1)		17,343	A	$38.84	83,320	D
Class B Common Stock	01/23/2026		F(2)		4,977	D	$38.84	78,343	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 shares acquired upon the vesting of performance-based restricted stock units previously granted to the Reporting Person.

2. Represents shares withheld by the Issuer to cover taxes upon the vesting of performance-based restricted stock units previously granted to the Reporting Person.

	/s/ Michael T. Fischette, Attorney-in-Fact	01/27/2026
	** 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.

FAQ

Who is the insider involved in this BSY Form 4 filing?

The insider is Ballard Brock, who serves as Chief Revenue Officer of Bentley Systems, Inc. and is a reporting person for this transaction.

What type of Bentley Systems (BSY) stock did Ballard Brock transact in?

Ballard Brock's transactions involved Class B Common Stock of Bentley Systems, Inc..

How many Bentley Systems shares did Ballard Brock acquire on January 23, 2026?

On January 23, 2026, Ballard Brock acquired 17,343 shares of Bentley Systems Class B Common Stock upon the vesting of performance-based restricted stock units.

Why were some Bentley Systems (BSY) shares withheld from Ballard Brock?

4,977 shares of Class B Common Stock were withheld by Bentley Systems to cover taxes due upon the vesting of performance-based restricted stock units previously granted to Ballard Brock.

What was the reported price per share for Ballard Brock's Bentley Systems stock transactions?

Both the acquisition and the tax withholding transactions were reported at a price of $38.84 per share for Bentley Systems Class B Common Stock.

How many Bentley Systems shares does Ballard Brock own after these transactions?

Following the reported transactions, Ballard Brock directly beneficially owned 78,343 shares of Bentley Systems Class B Common Stock.

Were these Bentley Systems (BSY) transactions open-market trades or equity awards?

The filing explains that the 17,343 shares were acquired through the vesting of performance-based restricted stock units, and the 4,977 shares were withheld by the issuer to cover related taxes.