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Dynatrace CEO gets 49K shares as awards vest

Dynatrace’s CEO reported vesting of multiple RSU and performance-based awards, with a portion of shares withheld to satisfy tax obligations.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Dynatrace, Inc. (DT) reported that Chief Executive Officer and director Rick M. McConnell had several equity awards vest on September 5, 2026, resulting in the delivery of 49,185 shares of Common Stock upon vesting of performance-based and time-based restricted stock units granted under the company’s 2019 Equity Incentive Plan. To cover related tax withholding obligations, 25,028 shares of Common Stock were withheld by Dynatrace at $51.90 per share. A separate indirect holding of 500 shares is reported in a family trust for which McConnell disclaims beneficial ownership except for any pecuniary interest.

Positive

  • None.

Negative

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Insider MCCONNELL RICK M
Role Chief Executive Officer
Type Security Shares Price Value
Exercise Performance Restricted Stock Units (Financial) F1, F4 11,555 $0.00 $0.00
Exercise Restricted Stock Units F1, F5 14,814 $0.00 $0.00
Exercise Restricted Stock Units F1, F6 13,548 $0.00 $0.00
Exercise Performance Restricted Stock Units (Financial) F1, F7 9,268 $0.00 $0.00
Exercise Common Stock F1 11,555 -- --
Tax Withholding Common Stock F2 5,880 $51.90 $305K
Exercise Common Stock F1 14,814 -- --
Tax Withholding Common Stock F2 7,538 $51.90 $391K
Exercise Common Stock F1 13,548 -- --
Tax Withholding Common Stock F2 6,894 $51.90 $358K
Exercise Common Stock F1 9,268 -- --
Tax Withholding Common Stock F2 4,716 $51.90 $245K
holding Common Stock F3 -- -- --
Holdings After Transaction: Performance Restricted Stock Units (Financial) — 85,939 contracts (Direct); Restricted Stock Units — 139,277 contracts (Direct); Common Stock — 272,702 shares (Direct); Common Stock — 500 shares (Indirect, See Footnote)
Footnotes (7)
  1. F1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock. The restricted stock units do not expire. They either vest or are cancelled prior to the vesting date.
  2. F2. Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations upon the vesting of restricted stock units.
  3. F3. Shares held by the Anne Marie McConnell Trust dated July 16, 2021, for which the Reporting Person's spouse is the sole trustee. The Reporting Person disclaims Section 16 beneficial ownership of the shares except to the extent of his pecuniary interest, if any, therein, and nothing contained in this report shall be deemed an admission that the Reporting Person is the beneficial owner of any of the shares for Section 16 purposes or otherwise.
  4. F4. Represents the vesting of restricted stock units based on financial performance ("Financial PSUs") granted on June 5, 2024 under the Issuer's 2019 Equity Incentive Plan, as amended (the "Plan"). 33% of the earned Financial PSUs vested on June 5, 2025 and the balance of the Financial PSUs vest in equal quarterly installments thereafter until fully vested on June 5, 2027, subject to the Reporting Person's continued employment on the applicable vesting dates.
  5. F5. Represents the vesting of time-based restricted stock units ("RSUs") granted on June 5, 2024 under the Plan. 33% of the granted RSUs vested on June 5, 2025 and the balance of the RSUs vest in equal quarterly installments thereafter until fully vested on June 5, 2027, subject to the Reporting Person's continued employment on the applicable vesting dates.
  6. F6. Represents the vesting of RSUs granted on June 5, 2025 under the Plan. 33% of the granted RSUs vested on June 5, 2026 and the balance of the RSUs vest in equal quarterly installments thereafter until fully vested on June 5, 2028, subject to the Reporting Person's continued employment on the applicable vesting dates.
  7. F7. Represents the vesting of Financial PSUs granted on June 5, 2025 under the Plan. 33% of the earned Financial PSUs vested on June 5, 2026, and the balance of the Financial PSUs vest in equal quarterly installments thereafter until fully vested on June 5, 2028, subject to the Reporting Person's continued employment on the applicable vesting dates.
Shares delivered upon RSU and PSU vesting 49,185 shares Common Stock received by Rick McConnell on September 5, 2026 from vested awards
Shares withheld for tax obligations 25,028 shares Common Stock withheld by Dynatrace on September 5, 2026 for tax withholding
Tax withholding price $51.90 per share Price used for shares withheld to satisfy tax liabilities on September 5, 2026
Derivative exercises or conversions 49,185 shares Total underlying shares from exercises or vesting of derivative equity awards reported
Indirect shares in family trust 500 shares Common Stock held by the Anne Marie McConnell Trust, reported as indirect ownership
restricted stock units financial
"Each restricted stock unit represents a contingent right to receive one share"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Performance Restricted Stock Units (Financial) financial
"Represents the vesting of restricted stock units based on financial performance ("Financial PSUs")"
2019 Equity Incentive Plan financial
"Financial PSUs granted on June 5, 2024 under the Issuer's 2019 Equity Incentive Plan, as amended"
tax withholding obligations financial
"Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations"
pecuniary interest financial
"disclaims Section 16 beneficial ownership of the shares except to the extent of his pecuniary interest"

FAQ

What equity awards vested for Dynatrace (DT) CEO Rick McConnell on September 5, 2026?

On September 5, 2026, 49,185 shares of Dynatrace Common Stock were delivered to Rick McConnell upon vesting of a mix of performance-based restricted stock units and time-based restricted stock units granted under the 2019 Equity Incentive Plan.

How many Dynatrace (DT) shares were withheld for taxes in this Form 4?

Dynatrace withheld 25,028 shares of Common Stock from Rick McConnell to satisfy tax withholding obligations associated with the vesting of his restricted stock units, at a price of $51.90 per share.

Were Rick McConnell’s Dynatrace (DT) transactions under a Rule 10b5-1 trading plan?

No. The filing indicates that no Rule 10b5-1 trading plan is reported for these transactions; the box for such a plan is not checked and no footnote describes a pre-arranged trading plan.

What performance-based awards for Dynatrace (DT) vested for Rick McConnell?

The filing describes vesting of Financial PSUs granted on June 5, 2024 and June 5, 2025, with 33% of earned units vesting on specified June dates and remaining units vesting in equal quarterly installments through June 5, 2027 and June 5, 2028, subject to continued employment.

What indirect Dynatrace (DT) holdings does Rick McConnell report?

The filing reports 500 shares of Dynatrace Common Stock held indirectly by the Anne Marie McConnell Trust dated July 16, 2021. McConnell’s spouse is the sole trustee, and McConnell disclaims beneficial ownership except to the extent of any pecuniary interest.

Are Rick McConnell’s restricted stock units in Dynatrace (DT) subject to expiration?

The filing states that each restricted stock unit represents a contingent right to receive one share of Dynatrace Common Stock and that the units do not expire; they either vest or are cancelled prior to the vesting date.

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

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Learn about SEC filing dates
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*
MCCONNELL RICK M

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/05/2026
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
Common Stock09/05/2026M(1)11,555A(1)260,100D
Common Stock09/05/2026F(2)5,880D$51.9254,220D
Common Stock09/05/2026M(1)14,814A(1)269,034D
Common Stock09/05/2026F(2)7,538D$51.9261,496D
Common Stock09/05/2026M(1)13,548A(1)275,044D
Common Stock09/05/2026F(2)6,894D$51.9268,150D
Common Stock09/05/2026M(1)9,268A(1)277,418D
Common Stock09/05/2026F(2)4,716D$51.9272,702D
Common Stock500ISee Footnote(3)
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)09/05/2026M11,555 (4) (1)Common Stock11,555$034,663D
Restricted Stock Units(1)09/05/2026M14,814 (5) (1)Common Stock14,814$044,443D
Restricted Stock Units(1)09/05/2026M13,548 (6) (1)Common Stock13,548$094,834D
Performance Restricted Stock Units (Financial)(1)09/05/2026M9,268 (7) (1)Common Stock9,268$051,276D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock. The restricted stock units do not expire. They either vest or are cancelled prior to the vesting date.
2. Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations upon the vesting of restricted stock units.
3. Shares held by the Anne Marie McConnell Trust dated July 16, 2021, for which the Reporting Person's spouse is the sole trustee. The Reporting Person disclaims Section 16 beneficial ownership of the shares except to the extent of his pecuniary interest, if any, therein, and nothing contained in this report shall be deemed an admission that the Reporting Person is the beneficial owner of any of the shares for Section 16 purposes or otherwise.
4. Represents the vesting of restricted stock units based on financial performance ("Financial PSUs") granted on June 5, 2024 under the Issuer's 2019 Equity Incentive Plan, as amended (the "Plan"). 33% of the earned Financial PSUs vested on June 5, 2025 and the balance of the Financial PSUs vest in equal quarterly installments thereafter until fully vested on June 5, 2027, subject to the Reporting Person's continued employment on the applicable vesting dates.
5. Represents the vesting of time-based restricted stock units ("RSUs") granted on June 5, 2024 under the Plan. 33% of the granted RSUs vested on June 5, 2025 and the balance of the RSUs vest in equal quarterly installments thereafter until fully vested on June 5, 2027, subject to the Reporting Person's continued employment on the applicable vesting dates.
6. Represents the vesting of RSUs granted on June 5, 2025 under the Plan. 33% of the granted RSUs vested on June 5, 2026 and the balance of the RSUs vest in equal quarterly installments thereafter until fully vested on June 5, 2028, subject to the Reporting Person's continued employment on the applicable vesting dates.
7. Represents the vesting of Financial PSUs granted on June 5, 2025 under the Plan. 33% of the earned Financial PSUs vested on June 5, 2026, and the balance of the Financial PSUs vest in equal quarterly installments thereafter until fully vested on June 5, 2028, subject to the Reporting Person's continued employment on the applicable vesting dates.
Remarks:
/s/ Marc Gold, by power of attorney09/09/2026
** 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)

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