[Form 4] Bentley Systems, Incorporated Insider Trading Activity

Rhea-AI Filing Summary

Gregory S. Bentley, Executive Chair & President of Bentley Systems (BSY), reported an insider transaction dated 08/27/2025. The filing shows a disposition of 351 Class B common shares (transaction code G) with a reported price of $0.00, and total beneficial ownership following the transaction of 7,617,596 shares held directly. The report also discloses 29,155 shares held indirectly by spouse and 92,654 shares held indirectly via a 401(k) plan.

Positive

• Substantial direct ownership disclosed: 7,617,596 Class B shares held directly after the transaction
• Complete Section 16 disclosure: Reporting person identified as Executive Chair & President, Director, and 10% owner, satisfying reporting obligations

Negative

• Minor disposition recorded: 351 Class B shares disposed (transaction code G) on 08/27/2025 at $0.00

Insights

Corporate Governance Expert

TL;DR: Routine insider disclosure showing a small gift/disposition and substantial residual ownership.

The Form 4 documents a disposition coded "G" which typically indicates a gift or similar non-sale transfer; the report lists 351 Class B shares disposed at a reported price of $0.00 on 08/27/2025. Post-transaction, Mr. Bentley retains significant direct ownership of 7,617,596 Class B shares, with additional indirect holdings by spouse and a 401(k). From a governance perspective, the filing is routine and does not indicate a change in control or a compensatory sale.

Securities Analyst

TL;DR: Transaction is immaterial in size relative to total holdings; disclosure fulfills Section 16 reporting requirements.

The entry shows the reporting person remains a major insider, listed as Director, Executive Chair & President, and a 10% owner. The small disposition of 351 shares at $0.00 reduces direct holdings marginally, leaving clear, sizable beneficial ownership disclosed across direct and indirect categories. This filing provides transparency but contains no market-moving data.

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 GREGORY S

(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
X	Officer (give title below)		Other (specify below)
	Executive Chair & President

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2025

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	08/27/2025		G		351	D	$0.00	7,617,596	D
Class B Common Stock								29,155	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:

	/s/ Michael T. Fischette, Attorney-in-Fact	08/29/2025
	** 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.

FAQ

What transaction did Gregory S. Bentley report on Form 4 for BSY?

He reported a disposition of 351 Class B common shares (transaction code G) dated 08/27/2025 with a reported price of $0.00.

How many shares does the reporting person beneficially own after the reported BSY transaction?

7,617,596 Class B shares are reported as directly owned following the transaction, plus 29,155 by spouse and 92,654 via a 401(k) plan.

What is the reporting person’s role at Bentley Systems (BSY)?

He is listed as Executive Chair & President, a Director, and a 10% owner in the Form 4.

When was the Form 4 transaction dated and when was the form signed?

Transaction date: 08/27/2025. Signature date: 08/29/2025 (signed by attorney-in-fact Michael T. Fischette).

Does the Form 4 indicate the disposition was a sale for cash?

No. The disposition is recorded with a price of $0.00, suggesting a gift or similar transfer (transaction code G).