Insider Raymond B. Bentley adds BSY Class B shares via award grant

Rhea-AI Filing Summary

Bentley Systems Inc. director and major shareholder Raymond B. Bentley reported an acquisition of Class B Common Stock tied to existing equity awards. He received 2,076 Class B shares at a price of $0.00 per share as dividend equivalent rights, which vest on the same terms as the underlying awards. Following this grant, he directly holds 14,814,360 Class B shares, with additional indirect holdings of 92,654 shares through a 401(k) plan and 125,000 shares held by his spouse.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Bentley Raymond B.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class B Common Stock	2,076	$0.00	--
holding	Class B Common Stock	--	--	--
holding	Class B Common Stock	--	--	--

Holdings After Transaction: Class B Common Stock — 14,814,360 shares (Direct, null); Class B Common Stock — 125,000 shares (Indirect, By Spouse)

Footnotes (1)

1. [object Object]

Key Figures

Shares granted: 2,076 shares Direct holdings after grant: 14,814,360 shares 401(k) indirect holdings: 92,654 shares +2 more

5 metrics

Shares granted 2,076 shares Class B Common Stock grant at $0.00 per share

Direct holdings after grant 14,814,360 shares Class B Common Stock held directly after transaction

401(k) indirect holdings 92,654 shares Class B Common Stock held indirectly via 401(k) plan

Spousal indirect holdings 125,000 shares Class B Common Stock held indirectly by spouse

Grant price $0.00 per share Dividend equivalent rights credited on prior awards

Key Terms

Class B Common Stock, dividend equivalent rights, 401(K) Plan, Grant, award, or other acquisition

4 terms

Class B Common Stock financial

"He received 2,076 Class B shares at a price of $0.00 per share"

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.

dividend equivalent rights financial

"Represents dividend equivalent rights that accrued to the Reporting Person"

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.

401(K) Plan financial

"indirect holdings of 92,654 shares through a 401(k) plan"

A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.

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^*

Bentley Raymond B.

(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)
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)		2,076	A	$0.00	14,814,360	D
Class B Common Stock								125,000	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	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 did Raymond B. Bentley report in this Form 4 for BSY?

Raymond B. Bentley reported receiving 2,076 shares of Bentley Systems Class B Common Stock as dividend equivalent rights. These shares were granted at no cost and relate to prior equity awards, vesting on the same schedule as those underlying awards.

How many Bentley Systems (BSY) shares did Raymond B. Bentley acquire?

He acquired 2,076 Class B Common Stock shares through a compensation-related grant at $0.00 per share. The grant represents dividend equivalent rights that accrued on previously granted awards when Bentley Systems paid a dividend to shareholders.

What are dividend equivalent rights mentioned in the BSY Form 4?

Dividend equivalent rights are additional share units credited when a dividend is paid on existing equity awards. In this case, 2,076 rights accrued to Raymond B. Bentley and convert into Class B shares that vest under the same terms as the original awards.

What are Raymond B. Bentley’s Bentley Systems (BSY) holdings after this transaction?

After the transaction, he directly holds 14,814,360 Class B shares. He also has indirect holdings of 92,654 shares through a 401(k) plan and 125,000 shares held by his spouse, reflecting a substantial overall ownership position in Bentley Systems.

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

No, this Form 4 reports a compensation-related acquisition, not an open-market trade. The 2,076 Class B shares were granted as dividend equivalent rights at $0.00 per share, tied to previously granted awards rather than a market purchase or sale.