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  4. [Form 4] Dynatrace, Inc. Insider Trading Activity

Dynatrace (DT) EVP Stephen McMahon granted 63,702 performance-based stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

McMahon Stephen A reported acquisition or exercise transactions in this Form 4 filing.

Dynatrace, Inc. reported that EVP and Chief Customer Officer Stephen A. McMahon received a grant of 63,702 Performance Restricted Stock Units (Financial). Each unit represents a contingent right to receive one share of common stock upon vesting.

The units were earned based on certified financial performance for the issuer’s fiscal year 2026, which ran from April 1, 2025 to March 31, 2026, under the 2019 Equity Incentive Plan. 25% of the earned Financial PSUs will vest on June 5, 2026, with the remaining units vesting in equal quarterly installments until fully vested on June 5, 2029, subject to McMahon’s continued employment. Following this award, he holds 63,702 such units directly.

Positive

  • None.

Negative

  • None.
Insider McMahon Stephen A
Role EVP, Chief Customer Officer
Type Security Shares Price Value
Grant/Award Performance Restricted Stock Units (Financial) 63,702 $0.00 --
Holdings After Transaction: Performance Restricted Stock Units (Financial) — 63,702 shares (Direct, null)
Footnotes (1)
  1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting and settlement. The restricted stock units do not expire. They either vest or are cancelled prior to the vesting date. Represents earned restricted stock units based on financial performance ("Financial PSUs") awarded under the Issuer's 2019 Equity Incentive Plan, as amended. The Financial PSUs granted on June 5, 2025 were earned following certification by the Compensation Committee of the Board of Directors of the Issuer of certain financial performance results for the Issuer's fiscal year 2026 that started on April 1, 2025 and ended on March 31, 2026. 25% of the earned Financial PSUs will vest on June 5, 2026, and the balance will vest in equal quarterly installments thereafter until fully vested on June 5, 2029, subject to the Reporting Person's continued employment on the applicable vesting dates.
Performance RSUs granted 63,702 units Performance Restricted Stock Units (Financial) granted to EVP McMahon
Underlying common shares 63,702 shares Each unit represents one share of Dynatrace common stock
Initial vesting date June 5, 2026 25% of earned Financial PSUs vest on this date
Final vesting date June 5, 2029 Remaining units vest quarterly until fully vested on this date
Fiscal performance period April 1, 2025–March 31, 2026 Financial PSUs earned based on fiscal 2026 results over this period
Post-transaction derivative holdings 63,702 units Total Performance RSUs held directly after the grant
Performance Restricted Stock Units (Financial) financial
"Performance Restricted Stock Units (Financial)"
restricted stock unit financial
"Each restricted stock unit represents a contingent right to receive one share"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Financial PSUs financial
"Represents earned restricted stock units based on financial performance ("Financial PSUs")"
2019 Equity Incentive Plan financial
"awarded under the Issuer's 2019 Equity Incentive Plan, as amended"
vesting financial
"25% of the earned Financial PSUs will vest on June 5, 2026"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
McMahon Stephen A
(Last)(First)(Middle)
C/O DYNATRACE, INC.
280 CONGRESS STREET, 11TH FLOOR
(Street)
BOSTON MASSACHUSETTS 02210
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Dynatrace, Inc. [ DT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Chief Customer Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/16/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Restricted Stock Units (Financial)(1)05/16/2026A63,702(1) (2) (1)Common Stock63,702$063,702D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting and settlement. The restricted stock units do not expire. They either vest or are cancelled prior to the vesting date.
2. Represents earned restricted stock units based on financial performance ("Financial PSUs") awarded under the Issuer's 2019 Equity Incentive Plan, as amended. The Financial PSUs granted on June 5, 2025 were earned following certification by the Compensation Committee of the Board of Directors of the Issuer of certain financial performance results for the Issuer's fiscal year 2026 that started on April 1, 2025 and ended on March 31, 2026. 25% of the earned Financial PSUs will vest on June 5, 2026, and the balance will vest in equal quarterly installments thereafter until fully vested on June 5, 2029, subject to the Reporting Person's continued employment on the applicable vesting dates.
Remarks:
/s/ Marc Gold, by power of attorney05/19/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What does the Dynatrace (DT) Form 4 filing report for Stephen A. McMahon?

The filing reports that Stephen A. McMahon received 63,702 Performance Restricted Stock Units (Financial). These units are compensation-based awards that may convert into an equal number of Dynatrace common shares as they vest over time.

How many Performance Restricted Stock Units did Dynatrace grant in this Form 4?

Dynatrace granted 63,702 Performance Restricted Stock Units (Financial) to Stephen A. McMahon. Each unit represents a contingent right to receive one share of common stock if vesting conditions, including continued employment, are satisfied.

What are Dynatrace Financial PSUs and how do they work in this Form 4?

The Financial PSUs are earned restricted stock units based on Dynatrace’s financial performance. In this case, 63,702 units were earned following certification of fiscal 2026 results and will convert into shares only as they vest on specified future dates.

What is the vesting schedule for Stephen A. McMahon’s Dynatrace Financial PSUs?

Twenty-five percent of the earned Financial PSUs will vest on June 5, 2026. The remaining units will then vest in equal quarterly installments until they are fully vested on June 5, 2029, conditioned on McMahon’s continued employment.

Did Stephen A. McMahon buy or sell Dynatrace stock in this Form 4?

No open-market buying or selling is reported. The Form 4 shows a grant of 63,702 performance-based restricted stock units as compensation, rather than a market purchase or sale of Dynatrace common shares.

How many Dynatrace performance-based units does Stephen A. McMahon hold after this transaction?

After this grant, Stephen A. McMahon holds 63,702 Performance Restricted Stock Units (Financial). These units are held directly and may settle into an equal number of Dynatrace common shares if and when they vest.