Bentley Systems (BSY) CEO receives 878 dividend-equivalent Class B shares as compensation

Rhea-AI Filing Summary

Bentley Systems Chief Executive Officer Nicholas Cumins received 878 shares of Class B Common Stock as a grant related to existing equity awards. The shares were issued at $0.00 per share as dividend equivalent rights tied to a dividend paid on previously granted awards and will vest on the same terms as those underlying awards. Following this compensation-related acquisition, Cumins directly holds 532,717 shares of Class B Common Stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Cumins Nicholas

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Class B Common Stock	878	$0.00	--

Holdings After Transaction: Class B Common Stock — 532,717 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares granted: 878 shares Grant price: $0.00 per share Shares held after: 532,717 shares

3 metrics

Shares granted 878 shares Dividend equivalent rights on prior awards

Grant price $0.00 per share Dividend equivalent grant, not open-market

Shares held after 532,717 shares Class B Common Stock directly owned by CEO

Key Terms

dividend equivalent rights, Class B Common Stock, grant, award, or other acquisition, vest on the same terms

4 terms

dividend equivalent rights financial

"Represents dividend equivalent rights that accrued to the Reporting Person in connection with a dividend paid by the Issuer"

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.

Class B Common Stock financial

"security_title: Class B Common Stock"

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.

grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

vest on the same terms financial

"and vest on the same terms as the awards to which they relate"

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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^*

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)
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)		878	A	$0.00	532,717	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 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 Bentley Systems (BSY) CEO Nicholas Cumins report in this Form 4?

Nicholas Cumins reported receiving 878 shares of Bentley Systems Class B Common Stock. These shares are dividend equivalent rights granted at $0.00 per share, linked to prior equity awards and vesting on the same schedule as those original awards.

Is the Bentley Systems (BSY) CEO transaction an open-market stock purchase or sale?

The transaction is not an open-market trade. It is a compensation-related grant of 878 dividend equivalent rights at $0.00 per share, accruing on previously granted awards rather than being bought or sold in the market.

How many Bentley Systems (BSY) shares does the CEO hold after this transaction?

After receiving the 878 dividend equivalent shares, Nicholas Cumins directly holds 532,717 shares of Bentley Systems Class B Common Stock. This total reflects his updated direct ownership position as reported in the Form 4 filing.

What are dividend equivalent rights in the Bentley Systems (BSY) CEO grant?

Dividend equivalent rights give the holder additional shares or units when the company pays a dividend. In this case, 878 rights accrued to Nicholas Cumins on prior awards and will vest on the same terms as those underlying awards.

Does Bentley Systems (BSY) receive cash from this CEO share grant?

No cash is paid to Bentley Systems in this grant. The 878 dividend equivalent shares were issued at $0.00 per share as part of equity compensation, rather than through a cash purchase or sale transaction.