Bentley Systems director granted 1,671 Class B shares

Bentley Systems Inc. director and ten-percent owner Raymond B. Bentley received 1,671 shares of Class B common stock as a grant on dividend equivalent rights.

Accepted by SEC EDGAR 03/23/2026 - 04:18 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Bentley Systems Inc. director and ten-percent owner Raymond B. Bentley received 1,671 shares of Class B common stock as a grant on dividend equivalent rights. The shares were acquired at a stated price of $0.00 per share and are tied to previously granted awards.

According to the filing, Bentley now directly holds 14,812,284 shares of Class B common stock. It also reports indirect holdings of 125,000 shares held by his spouse and 92,654 shares held through a 401(k) plan, all in Class B common stock.

Insider Trade Summary

Grant/Award: 1,671 shares

Grant/Award 1 txn

Insider Bentley Raymond B.

Role Director, 10% Owner

Type	Security	Shares	Price	Value
Grant/Award	Class B Common Stock	1,671	$0.00	$0.00
Holding	Class B Common Stock	--	--	--
Holding	Class B Common Stock	--	--	--

Holdings After Transaction: Class B Common Stock — 14,812,284 shares (Direct); Class B Common Stock — 125,000 shares (Indirect, By Spouse); 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

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What did Raymond B. Bentley report in this Form 4 for BSY?

Raymond B. Bentley reported receiving 1,671 shares of Bentley Systems Class B common stock. The shares were granted as dividend equivalent rights linked to earlier awards and carry a stated acquisition price of $0.00 per share, reflecting a compensation-related grant rather than a market purchase.

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

He acquired 1,671 shares of Class B common stock. These shares represent dividend equivalent rights that accrued when Bentley Systems paid a dividend on previously granted awards and will vest on the same terms as those underlying awards, according to the filing footnote.

Are the 1,671 BSY shares an open-market purchase or a grant?

The 1,671 shares are a grant, not an open‑market purchase. The filing classifies the transaction with code A, meaning a grant or award, and notes they are dividend equivalent rights tied to prior awards, acquired at a stated price of $0.00 per share.

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

Dividend equivalent rights are additional share units that accrue when dividends are paid on underlying awards. In this case, they arose from a dividend on previously granted Bentley Systems awards and will vest under the same terms as those original awards, according to the disclosed footnote.

What is Raymond B. Bentley’s direct Bentley Systems (BSY) shareholding after this transaction?

Following the grant, he directly holds 14,812,284 shares of Class B common stock. This figure comes from the post‑transaction balance reported for the non‑derivative holdings column, reflecting his direct ownership stake after the 1,671‑share award.

What indirect BSY holdings related to Raymond B. Bentley are disclosed?

The filing reports 125,000 shares of Class B common stock held indirectly by his spouse and 92,654 shares held indirectly through a 401(k) plan. These indirect positions are listed separately from his direct holdings, with their own post‑transaction share balances.

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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)
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)		1,671	A	$0.00	14,812,284	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	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)