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Dynatrace (NYSE: DT) appoints AI leader Chandu Thota to board

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Dynatrace, Inc. reported that its Board of Directors unanimously appointed Chandu Thota as a Class II director, effective July 27, 2026, and increased the Board size from 10 to 11 directors. The term for Class II directors, including Mr. Thota, runs until the 2027 annual meeting of stockholders or until earlier resignation, death, removal, or succession.

The Board determined that Mr. Thota is independent under New York Stock Exchange listing standards. He will receive compensation under the company’s Amended and Restated Non-Employee Director Compensation Policy, and Dynatrace will enter into an indemnification agreement with him similar to those of its other directors. Dynatrace furnished a July 29, 2026 press release announcing his appointment as Exhibit 99.1 under Regulation FD.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Board size after appointment 11 directors Board size following appointment of Chandu Thota effective July 27, 2026
Experience more than 20 years Experience building and scaling technology platforms at leading technology companies
Google Workspace user base over 4 billion users Users of secure, AI-powered communication, productivity, and collaboration products led by Mr. Thota
Alphabet tenure 15-year tenure Length of Mr. Thota’s tenure at Alphabet in various leadership roles
Regulation FD regulatory
"Item 7.01. Regulation FD Disclosure. On July 29, 2026, the Company issued a press release"
Regulation FD is a rule that prevents company insiders, like executives, from sharing important information with some people before others get it. It matters because it helps ensure all investors have equal access to key news, making the stock market fairer and reducing chances of insider trading.
Non-Employee Director Compensation Policy financial
"compensation will be consistent with that provided to all of the Company’s non-employee directors"
indemnification agreement regulatory
"the Company will enter into an indemnification agreement with Mr. Thota in connection"
An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.
forward-looking statements regulatory
"This press release includes certain “forward-looking statements” within the meaning"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
AI-powered observability technical
"Dynatrace (NYSE: DT), the leading AI-powered observability platform, today announced"
ai-powered observability uses artificial intelligence to continuously watch a company’s technical systems, spot unusual behavior, and point to likely causes before outages or slowdowns become serious. Like a smart health monitor for software and infrastructure, it helps operations teams fix problems faster, reduce downtime and support growth with fewer staff, which can lower costs, protect revenue and signal stronger operational resilience to investors.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What board change did Dynatrace (DT) announce on July 23, 2026?

Dynatrace announced that its Board unanimously appointed Chandu Thota as a Class II director, effective July 27, 2026, and increased the Board size from 10 to 11 directors. His term runs until the company’s 2027 annual meeting of stockholders.

Is new Dynatrace (DT) director Chandu Thota considered independent?

Yes. The Dynatrace Board determined that Chandu Thota is independent under New York Stock Exchange listing standards. The company also disclosed that he has no family relationships or related-party transactions requiring disclosure under Item 404(a) of Regulation S-K.

How will Dynatrace (DT) compensate new director Chandu Thota?

Dynatrace stated that Mr. Thota’s compensation will follow its Amended and Restated Non-Employee Director Compensation Policy, the same framework used for all non-employee directors, as previously filed as Exhibit 10.9 to its Annual Report on Form 10-K for the year ended March 31, 2026.

What experience does Dynatrace (DT) highlight for new director Chandu Thota?

Dynatrace notes Mr. Thota has more than 20 years of experience building technology platforms across AI, cloud infrastructure, and enterprise software, including leadership roles at Google and Microsoft and a 15-year tenure at Alphabet in senior engineering and AI positions.

What Regulation FD disclosure did Dynatrace (DT) make about this board appointment?

Dynatrace furnished, but did not file, a July 29, 2026 press release as Exhibit 99.1 announcing Mr. Thota’s appointment. The company specified this information is furnished under Item 7.01 (Regulation FD Disclosure) and is not subject to Section 18 Exchange Act liabilities.

How does Chandu Thota’s current role relate to Dynatrace’s AI strategy (DT)?

Mr. Thota is Vice President of Engineering at Google Workspace, leading a global team building secure, AI-powered communication, productivity, and collaboration products used by over 4 billion users and millions of enterprises, aligning with Dynatrace’s focus on AI-powered observability.
0001773383false00017733832026-07-232026-07-23

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 23, 2026

DYNATRACE, INC.
(Exact name of Registrant as specified in its charter)
Delaware
001-39010
47-2386428
(State or other jurisdiction of
incorporation)
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
280 Congress Street, 11th Floor
Boston,
Massachusetts02210
(Address of principal executive offices)
(Zip Code)
(781) 530-1000
Registrant's telephone number, including area code

Not Applicable
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.001 per shareDTNew York Stock Exchange

Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o





Item 5.02. Departure of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 23, 2026, pursuant to the recommendation of the Nominating and Corporate Governance Committee of the Board of Directors (the "Board") of Dynatrace, Inc. (the "Company"), the Board unanimously appointed Chandu Thota as a Class II director effective on July 27, 2026. Simultaneously with the appointment of Mr. Thota, the Board increased its size from 10 to 11 directors. The term of the Company’s Class II directors, including Mr. Thota, expires at the Company's annual meeting of stockholders to be held in 2027 or until their successors are duly elected and qualified or until their earlier resignation, death, or removal.

In connection with the appointment of Mr. Thota, the Board determined that Mr. Thota is independent within the meaning of the listing standards of the New York Stock Exchange.

There are no family relationships between Mr. Thota and any of the directors or executive officers of the Company, and there are no transactions in which Mr. Thota has a direct or indirect material interest requiring disclosure under Item 404(a) of Regulation S-K. There is no arrangement or understanding between Mr. Thota and any other person pursuant to which Mr. Thota was selected as a director of the Company.

Mr. Thota's compensation will be consistent with that provided to all of the Company’s non-employee directors pursuant to the Company’s Amended and Restated Non-Employee Director Compensation Policy, a copy of which is included as Exhibit 10.9 to the Company's Annual Report on Form 10-K for the year ended March 31, 2026. In addition, the Company will enter into an indemnification agreement with Mr. Thota in connection with his appointment to the Board, in substantially the same form as that entered into with the Company’s other directors.

Item 7.01. Regulation FD Disclosure.

On July 29, 2026, the Company issued a press release announcing the appointment of Mr. Thota to the Board. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated herein by reference.

The information set forth in this Item 7.01 and in the press release attached hereto as Exhibit 99.1 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No.
Description
99.1
Press Release issued by Dynatrace, Inc. dated July 29, 2026
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document






SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date: July 29, 2026
DYNATRACE, INC.
By:/s/ Nicole Fitzpatrick
Name: Nicole Fitzpatrick
Title: Executive Vice President, Chief Legal Officer & Secretary
  


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EXHIBIT 99.1

Dynatrace Appoints AI and Technology Leader Chandu Thota to its Board of Directors

BOSTON, Mass., July 29, 2026 – Dynatrace (NYSE: DT), the leading AI-powered observability platform, today announced the appointment of Chandu Thota to its Board of Directors effective July 27, 2026. Mr. Thota brings more than 20 years of experience building and scaling technology platforms at the intersection of AI, cloud infrastructure, and enterprise software at leading technology companies, including Google and Microsoft.

“Chandu is a visionary technology leader with deep expertise in AI, machine learning, and large-scale software platforms,” said Rick McConnell, Dynatrace CEO and a member of the Board of Directors. “As every enterprise becomes an AI-powered business, Chandu’s experience leading AI product innovation and applied research at one of the world's most influential technology organizations will be invaluable to Dynatrace. His perspective will sharpen our strategy as we continue to advance our leadership position at the intersection of observability and AI.”

In addition to his role on the Dynatrace Board, Mr. Thota currently serves as Vice President of Engineering at Google Workspace, where he leads a global engineering organization responsible for building secure, AI-powered communication, productivity, and collaboration products relied upon by over 4 billion users and millions of enterprise customers worldwide. His current role is part of a 15-year tenure at Alphabet, where his previous leadership positions have included Vice President of the Product Unit/Applied AI group at Google DeepMind, Vice President of Business Platforms for Google Cloud, and Vice President of Engineering for Google Maps. Prior to joining Alphabet, Mr. Thota was a founder and CTO of a start-up that was acquired by Google, having previously held key engineering roles at Microsoft. An active technology innovator, Mr. Thota holds numerous patents in mobile, web, local search, and mapping technologies, and has authored two technical books.

“I am honored to join the Dynatrace Board at such an exciting time for the company and the rapidly evolving technology landscape,” said Chandu Thota. “I have spent the last two decades building and scaling products and platforms that empower billions of users and millions of enterprises. I see that same transformative potential in Dynatrace. As enterprises embrace AI at scale, Dynatrace cuts through the complexity to deliver precise answers and intelligent automation. I look forward to leveraging my experience to help the company extend its position as a leader in AI-powered observability.”

Mr. Thota holds a Bachelor of Engineering in Electrical Engineering from Osmania University.

About Dynatrace
Dynatrace is advancing observability for today’s digital businesses, helping to transform the complexity of modern digital ecosystems into powerful business assets. By leveraging AI-powered insights, Dynatrace enables organizations to analyze, automate, and innovate faster to drive their business forward. To learn more about how Dynatrace can help your business, visit www.dynatrace.com, visit our blog and follow us on LinkedIn and X @dynatrace.

Dynatrace and the Dynatrace logo are trademarks of the Dynatrace, Inc. group of companies. All other trademarks are the property of their respective owners. © 2026 Dynatrace LLC.







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Cautionary Language Concerning Forward-Looking Statements
This press release includes certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding Mr. Thota’s anticipated contributions to Dynatrace as a member of the Board of Directors. These forward-looking statements include all statements that are not historical facts and statements identified by words such as “will,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” and words of similar meaning. These forward-looking statements reflect our current views about our plans, intentions, expectations, strategies, and prospects, which are based on the information currently available to us and on assumptions we have made. Although we believe that our plans, intentions, expectations, strategies, and prospects as reflected in or suggested by those forward-looking statements are reasonable, we can give no assurance that the plans, intentions, expectations, or strategies will be attained or achieved. Actual results may differ materially from those described in the forward-looking statements and will be affected by a variety of risks and factors that are beyond our control, including risks set forth under the caption “Risk Factors” in our most recent Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q, and our other SEC filings. We assume no obligation to update any forward-looking statements contained in this document as a result of new information, future events, or otherwise.

Investor Contact:
Noelle Faris
VP, Investor Relations
ir@dynatrace.com

Media Contact:
Stacy Gong
VP, Corporate Communications
pr-team@dynatrace.com
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Filing Exhibits & Attachments

5 documents