Bentley Systems (NASDAQ: BSY) director gains dividend-related share units

Rhea-AI Filing Summary

Bentley Systems director Barry J. Bentley reported a small equity-related acquisition. He received 3 shares of Class B Common Stock at $0.00 per share, described as dividend equivalent rights that accrued in connection with a dividend paid on previously granted awards and that vest on the same terms as those awards.

Following this grant, he holds 11,837,890 Class B shares directly. He also reports 92,654 Class B shares held indirectly through a 401(k) plan. The transaction reflects routine compensation-related adjustments rather than an open‑market purchase or sale.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Bentley Barry J.

Role Director, 10% Owner

Type	Security	Shares	Price	Value
Grant/Award	Class B Common Stock	3	$0.00	--
holding	Class B Common Stock	--	--	--

Holdings After Transaction: Class B Common Stock — 11,837,890 shares (Direct); Class B Common Stock — 92,654 shares (Indirect, By 401(K) Plan)

Footnotes (1)

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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^*

Bentley Barry J.

(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
	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)		3	A	$0.00	11,837,890	D
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 Barry J. Bentley report in this Form 4 for BSY?

Barry J. Bentley reported receiving 3 shares of Bentley Systems Class B Common Stock as dividend equivalent rights. These relate to a dividend on previously granted awards and vest on the same schedule as the underlying awards.

How many Bentley Systems (BSY) shares does Barry J. Bentley now hold?

After the reported transaction, Barry J. Bentley holds 11,837,890 Class B shares directly and 92,654 Class B shares indirectly via a 401(k) plan. These figures come from the ownership balances listed following the Form 4 transactions.

Was the BSY Form 4 transaction an open-market buy or sale?

The Form 4 does not show an open-market buy or sale. It reports an acquisition coded as a grant or award of 3 Class B shares, arising from dividend equivalent rights tied to existing equity awards.

What are the dividend equivalent rights mentioned for BSY?

Dividend equivalent rights are additional share units credited when dividends are paid on underlying awards. In this case, 3 Class B shares accrued to Barry J. Bentley and will vest on the same terms as the original awards they accompany.

How are Barry J. Bentley’s indirect BSY holdings structured?

The filing shows 92,654 Class B shares held indirectly for Barry J. Bentley through a 401(k) plan. This indicates retirement-plan ownership in addition to his substantial direct holdings reported after the transaction.