Dynatrace EVP reports vesting of stock awards

Dynatrace EVP and Chief Customer Officer reported RSU and PSU vesting, with shares withheld to satisfy tax obligations and substantial unvested awards remaining outstanding.

Rhea-AI Filing Summary

Dynatrace, Inc. (DT) executive Stephen A. McMahon, EVP and Chief Customer Officer, reported vesting and settlement of equity awards on September 5, 2026. He acquired 5,821 shares of Common Stock from time-based RSUs and 3,982 shares from financial performance-based RSUs through derivative exercises. To cover tax withholding obligations, 3,141 and 2,149 Common shares were delivered or withheld at $51.90 per share. After these events, he held 64,032 time-based RSUs and 43,794 financial performance RSUs directly, subject to multi‑year vesting schedules. No Rule 10b5‑1 trading plan is reported.

Insider Trade Summary

9,803 shares exercised/converted

Exercise 6 txns

Insider McMahon Stephen A

Role EVP, Chief Customer Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F1, F3	5,821	$0.00	$0.00
Exercise	Performance Restricted Stock Units (Financial) F1, F4	3,982	$0.00	$0.00
Exercise	Common Stock F1	5,821	--	--
Tax Withholding	Common Stock F2	3,141	$51.90	$163K
Exercise	Common Stock F1	3,982	--	--
Tax Withholding	Common Stock F2	2,149	$51.90	$112K

Holdings After Transaction: Restricted Stock Units — 64,032 contracts (Direct); Performance Restricted Stock Units (Financial) — 43,794 contracts (Direct); Common Stock — 26,526 shares (Direct)

Footnotes (4)

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. Represents the vesting of time-based restricted stock units ("RSUs") granted on June 5, 2025 under the Issuer's 2019 Equity Incentive Plan, as amended (the "Plan"). 25% 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, 2029, subject to the Reporting Person's continued employment on the applicable vesting dates.
4. F4. Represents the vesting of restricted stock units based on financial performance ("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.

Key Figures

Time-based RSUs converted: 5,821 units Financial performance RSUs converted: 3,982 units Shares withheld for taxes (first block): 3,141 shares +5 more

8 metrics

Time-based RSUs converted 5,821 units RSUs converted into Common Stock on September 5, 2026

Financial performance RSUs converted 3,982 units Performance RSUs converted into Common Stock on September 5, 2026

Shares withheld for taxes (first block) 3,141 shares Common Stock delivered or withheld at $51.90 per share for tax liability

Shares withheld for taxes (second block) 2,149 shares Common Stock delivered or withheld at $51.90 per share for tax liability

Tax withholding price $51.90 per share Price used for Common Stock withheld to satisfy tax obligations

Time-based RSUs outstanding 64,032 units Restricted Stock Units remaining after vesting for time-based grant

Financial performance RSUs outstanding 43,794 units Performance Restricted Stock Units remaining after vesting

Initial vesting percentages 25% and 33% 25% of time-based RSUs and 33% of financial PSUs vest on June 5, 2026

Key Terms

Restricted Stock Units, Performance Restricted Stock Units (Financial), Financial PSUs, tax withholding obligations, +1 more

5 terms

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 financial

"33% of the earned Financial PSUs vested on June 5, 2026"

tax withholding obligations financial

"Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations"

2019 Equity Incentive Plan financial

"granted on June 5, 2025 under the Issuer's 2019 Equity Incentive Plan"

FAQ

What equity awards vested for Dynatrace (DT) executive Stephen A. McMahon on September 5, 2026?

On September 5, 2026, 5,821 time-based RSUs and 3,982 financial performance-based RSUs converted into Dynatrace Common Stock, reflecting scheduled vesting of previously granted awards.

How many Dynatrace (DT) shares were withheld for Stephen A. McMahon’s tax obligations?

A total of 5,290 Dynatrace Common shares (comprising 3,141 shares and 2,149 shares) were delivered or withheld to pay tax liabilities at a price of $51.90 per share.

What Dynatrace (DT) RSU holdings does Stephen A. McMahon report after these transactions?

After the transactions, Stephen A. McMahon reports direct holdings of 64,032 time-based restricted stock units and 43,794 financial performance-based restricted stock units, each representing a contingent right to receive one share of Common Stock upon vesting.

Were Stephen A. McMahon’s Dynatrace (DT) transactions made under a Rule 10b5-1 plan?

No. The filing indicates no Rule 10b5-1 trading plan; the document-level checkbox for such a plan is not marked as applicable.

What are the vesting terms disclosed for Stephen A. McMahon’s time-based Dynatrace RSUs (DT)?

Time-based RSUs granted on June 5, 2025 vest with 25% on June 5, 2026 and the balance in equal quarterly installments until June 5, 2029, subject to continued employment on each vesting date.

What are the vesting terms for Stephen A. McMahon’s financial performance RSUs in Dynatrace (DT)?

Financial performance RSUs granted on June 5, 2025 vest with 33% of earned units on June 5, 2026 and the balance in equal quarterly installments until June 5, 2028, subject to continued employment on each vesting date.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 09/09/2026 - 07:21 PM Accepted by SEC EDGAR 09/09/2026 - 07:20 PM Learn about SEC filing dates

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^*

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Customer 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)

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
Common Stock	09/05/2026		M(1)		5,821	A	(1)	27,834	D
Common Stock	09/05/2026		F(2)		3,141	D	$51.9	24,693	D
Common Stock	09/05/2026		M(1)		3,982	A	(1)	28,675	D
Common Stock	09/05/2026		F(2)		2,149	D	$51.9	26,526	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
Restricted Stock Units	(1)	09/05/2026		M			5,821	(3)	(1)	Common Stock	5,821	$0	64,032	D
Performance Restricted Stock Units (Financial)	(1)	09/05/2026		M			3,982	(4)	(1)	Common Stock	3,982	$0	43,794	D

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. Represents the vesting of time-based restricted stock units ("RSUs") granted on June 5, 2025 under the Issuer's 2019 Equity Incentive Plan, as amended (the "Plan"). 25% 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, 2029, subject to the Reporting Person's continued employment on the applicable vesting dates.

4. Represents the vesting of restricted stock units based on financial performance ("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 attorney	09/09/2026
	** 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)