Bentley Systems director adds shares via dividend equivalent rights

Bentley Systems, Inc. director and 10% owner reported acquiring 1,284 shares of Class B common stock on December 11, 2025 at a price of $0.00 per share.

Rhea-AI Filing Summary

Bentley Systems, Inc. director and 10% owner reported acquiring 1,284 shares of Class B common stock on December 11, 2025 at a price of $0.00 per share.

These shares represent dividend equivalent rights that accrued in connection with a dividend on previously granted awards and will vest on the same terms as the related awards. After this transaction, the reporting person beneficially owns 3,961,635 Class B shares directly, 12,696,921 shares through a Grantor Retained Annuity Trust, and 92,654 shares through a 401(k) plan.

Insider Trade Summary

Grant/Award: 1,284 shares

Grant/Award 3 txns

Insider Bentley Keith A.

Role Director, 10% Owner

Type	Security	Shares	Price	Value
Grant/Award	Class B Common Stock	1,284	$0.00	$0.00
holding	Class B Common Stock	--	--	--
holding	Class B Common Stock	--	--	--

Holdings After Transaction: Class B Common Stock — 3,961,635 shares (Direct); Class B Common Stock — 12,696,921 shares (Indirect, By Grantor Retained Annuity Trust); Class B Common Stock — 92,654 shares (Indirect, By 401(K) Plan)

Footnotes (1)

1. F1. 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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Bentley Systems (BSY) report in this Form 4?

A Bentley Systems, Inc. director and 10% owner reported acquiring 1,284 shares of Class B common stock on December 11, 2025 at a price of $0.00 per share.

Why did the Bentley Systems (BSY) insider receive 1,284 Class B shares?

The 1,284 shares represent dividend equivalent rights that accrued in connection with a dividend paid on previously granted awards and will vest on the same terms as those awards.

How many Bentley Systems (BSY) shares does the reporting person now beneficially own?

After the transaction, the reporting person beneficially owns 3,961,635 Class B shares directly, 12,696,921 shares through a Grantor Retained Annuity Trust, and 92,654 shares through a 401(k) plan.

What is the reporting persons relationship to Bentley Systems (BSY)?

The reporting person is both a director of Bentley Systems, Inc. and a 10% owner of the company.

Were any derivative securities reported for the Bentley Systems (BSY) insider?

No derivative securities were listed; the reported holdings and transaction relate to non-derivative Class B common stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 12/15/2025 - 04:23 PM Learn about SEC filing dates

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 Keith A.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/11/2025

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	12/11/2025		A(1)		1,284	A	$0.00	3,961,635	D
Class B Common Stock								12,696,921	I	By Grantor Retained Annuity Trust
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	12/15/2025
	** 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.