Bentley Systems (BSY) CEO adds 707 dividend equivalent rights to holdings

Rhea-AI Filing Summary

Bentley Systems’ Chief Executive Officer Nicholas Cumins received 707 shares of Class B Common Stock as a grant at a price of $0.00 per share. According to the footnote, these represent dividend equivalent rights that accrued on previously granted awards and will vest on the same terms as those underlying awards. Following this compensation-related acquisition, Cumins directly holds 531,839 shares of Class B Common Stock, so the new grant is a relatively small addition to his existing position and does not reflect an open-market purchase or sale.

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

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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)
03/19/2026

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)		707	A	$0.00	531,839	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	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)

FAQ

What did Bentley Systems (BSY) CEO Nicholas Cumins report in this Form 4?

Nicholas Cumins reported receiving 707 shares of Class B Common Stock as a grant at $0.00 per share. These shares are dividend equivalent rights tied to earlier awards and vest on the same schedule as those underlying awards.

Is the Bentley Systems (BSY) CEO’s Form 4 transaction a market purchase or sale?

The transaction is not a market purchase or sale. It reflects a grant of 707 dividend equivalent rights credited at $0.00 per share as part of existing equity awards, rather than Cumins buying or selling shares in the open market.

How many Bentley Systems (BSY) shares does Nicholas Cumins hold after this Form 4?

After the reported grant, Nicholas Cumins directly holds 531,839 shares of Bentley Systems Class B Common Stock. The 707 newly credited dividend equivalent rights are a small addition to this existing stake and arise from prior stock-based awards.

What are dividend equivalent rights mentioned in the Bentley Systems (BSY) Form 4?

Dividend equivalent rights are credits that mirror cash dividends on underlying share awards. In this case, 707 rights accrued to Cumins when Bentley Systems paid a dividend, and they vest on the same terms as the original equity awards they track.

Does the Bentley Systems (BSY) CEO’s Form 4 indicate any change in control or ownership status?

The Form 4 shows a routine compensation-related grant of 707 dividend equivalent rights, not a strategic purchase or disposal. Cumins remains a major executive holder with 531,839 Class B shares directly owned after the transaction, and there is no indication of a control change.