Bentley Systems (BSY) CFO gains 301 dividend equivalent rights in Form 4

Rhea-AI Filing Summary

Bentley Systems' Chief Financial Officer Andre Werner received a grant of 301 shares of Class B Common Stock on account of dividend equivalent rights. The award carried a price of $0.00 per share and accrued in connection with a dividend paid on previously granted awards.

These dividend equivalent rights will vest on the same terms as the underlying awards to which they relate, making this a routine, compensation-related acquisition rather than a market purchase. Following this grant, Werner directly holds 377,169 shares of Class B Common Stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Andre Werner

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Class B Common Stock	301	$0.00	--

Holdings After Transaction: Class B Common Stock — 377,169 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares granted: 301 shares Grant price: $0.00 per share Shares held after: 377,169 shares

3 metrics

Shares granted 301 shares Dividend equivalent rights grant on Class B Common Stock

Grant price $0.00 per share Price for dividend equivalent rights shares

Shares held after 377,169 shares Direct Class B Common Stock holdings after grant

Key Terms

dividend equivalent rights, Class B Common Stock, grant, award, or other acquisition

3 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"

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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^*

Andre Werner

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial 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)		301	A	$0.00	377,169	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) disclose in this Form 4 for its CFO?

Bentley Systems reported that CFO Andre Werner received 301 shares of Class B Common Stock as a grant tied to dividend equivalent rights. The award was priced at $0.00 per share and is linked to prior equity awards already granted to him.

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

After the grant, CFO Andre Werner directly holds 377,169 shares of Bentley Systems Class B Common Stock. This filing shows the updated ownership position following the 301-share dividend equivalent rights award that accrued from a dividend on earlier equity awards.

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

The transaction was not a market purchase or sale. It reflects a grant of 301 shares at $0.00 per share from dividend equivalent rights, which accrued on previously granted awards and vest under the same terms as those underlying awards rather than through open-market trading.

What are dividend equivalent rights in the Bentley Systems (BSY) CFO transaction?

Dividend equivalent rights give the holder additional share-based units when dividends are paid on related equity awards. For Bentley Systems’ CFO, 301 such rights accrued with a dividend, converting into Class B Common Stock that will vest on the same schedule as the original awards.

Does the Bentley Systems (BSY) CFO Form 4 indicate any change in control or ownership influence?

The Form 4 shows a modest increase of 301 shares for the CFO through dividend equivalent rights. It updates his direct holdings to 377,169 shares but does not describe any change in control, special ownership arrangements, or shifts in voting or investment authority.