Bentley Systems (NASDAQ: BSY) CEO logs 2,430-share tax-withholding disposition

Rhea-AI Filing Summary

BENTLEY SYSTEMS INC chief executive officer Nicholas Cumins reported a routine tax-related share disposition. On this Form 4, 2,430 shares of Class B Common Stock were withheld by the company at $37.88 per share to cover taxes due on previously vested awards, rather than being sold in the open market. After this withholding, Cumins continues to hold 531,132 shares directly.

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^*

Cumins Nicholas

(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
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

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	03/17/2026		F(1)		2,430	D	$37.88	531,132	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 withheld by the Issuer to cover taxes due by the Reporting Person upon the vesting of awards previously granted to the Reporting Person.

	/s/ Michael T. Fischette, Attorney-in-Fact	03/19/2026
	** 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 BSY CEO Nicholas Cumins report on this Form 4?

Nicholas Cumins reported a tax-related share disposition. BENTLEY SYSTEMS INC withheld 2,430 Class B Common Stock shares at $37.88 each to cover taxes due on previously vested equity awards, instead of an open-market sale.

Was the BSY Form 4 transaction an open-market sale of shares?

No, the transaction was not an open-market sale. The 2,430 Class B Common Stock shares were withheld by the issuer to satisfy Cumins’ tax obligations upon vesting of prior awards, classified as a tax-withholding disposition.

How many BENTLEY SYSTEMS INC shares does Nicholas Cumins hold after this filing?

Following the tax-withholding disposition, Cumins directly holds 531,132 shares of BENTLEY SYSTEMS INC Class B Common Stock. This figure represents his remaining direct ownership after 2,430 shares were withheld to cover tax liabilities on vested awards.

What does transaction code F mean in the BSY Form 4 filing?

Transaction code F indicates payment of exercise price or tax liability using securities. In this BSY filing, it reflects shares of Class B Common Stock being withheld by the issuer to cover Nicholas Cumins’ tax obligations on vested equity awards.

Does the BSY Form 4 show any stock option exercises or derivative positions?

The filing does not report any derivative transactions or option exercises. The only reported event is a non-derivative tax-withholding disposition of 2,430 Class B Common Stock shares, and the derivative position summary is shown as empty in the data.

What price per share was used for the BSY tax-withholding shares?

The tax-withholding disposition used a price of $37.88 per share. At this price, 2,430 Class B Common Stock shares were withheld by BENTLEY SYSTEMS INC to satisfy Nicholas Cumins’ tax obligations tied to previously vested equity awards.