Dynatrace (DT) CAO logs RSU grant, vesting and tax withholding moves

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Dynatrace, Inc. SVP and Chief Accounting Officer Daniel S. Yates reported routine equity compensation activity. On June 5, 2026, several batches of restricted stock units and performance-based stock units vested and were converted into shares of common stock.

To cover tax obligations on these vestings, the company withheld a total of 3,944 shares of common stock at a price of $42.19 per share through tax-withholding dispositions. Yates also received a new grant of 8,889 restricted stock units, each representing a contingent right to one share of common stock, with future vesting tied to continued employment and specified schedules.

Following these transactions, Yates directly holds 30,922 shares of Dynatrace common stock. Additional restricted stock units and performance-based awards continue to vest over future dates based on time-based and performance-based conditions described in the company’s equity incentive plan.

Insider Trade Summary

8,885 shares exercised/converted

Mixed 19 txns

Insider Yates Daniel S.

Role SVP, Chief Accounting Officer

Type	Security	Shares	Price	Value
Exercise	Performance Restricted Stock Units (Financial)	2,409	$0.00	--
Exercise	Performance Restricted Stock Units (Financial)	560	$0.00	--
Exercise	Restricted Stock Units	718	$0.00	--
Exercise	Performance Restricted Stock Units (rTSR)	703	$0.00	--
Exercise	Restricted Stock Units	2,670	$0.00	--
Exercise	Performance Restricted Stock Units (Financial)	1,825	$0.00	--
Grant/Award	Restricted Stock Units	8,889	$0.00	--
Exercise	Common Stock	2,409	$0.00	--
Tax Withholding	Common Stock	1,069	$42.19	$45K
Exercise	Common Stock	560	$0.00	--
Tax Withholding	Common Stock	249	$42.19	$11K
Exercise	Common Stock	718	$0.00	--
Tax Withholding	Common Stock	319	$42.19	$13K
Exercise	Common Stock	703	$0.00	--
Tax Withholding	Common Stock	312	$42.19	$13K
Exercise	Common Stock	2,670	$0.00	--
Tax Withholding	Common Stock	1,185	$42.19	$50K
Exercise	Common Stock	1,825	$0.00	--
Tax Withholding	Common Stock	810	$42.19	$34K

Holdings After Transaction: Performance Restricted Stock Units (Financial) — 0 shares (Direct, null); Restricted Stock Units — 2,873 shares (Direct, null); Performance Restricted Stock Units (rTSR) — 0 shares (Direct, null); Common Stock — 31,991 shares (Direct, null)

Footnotes (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. Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations upon the vesting of restricted stock units. Represents the vesting of restricted stock units based on financial performance ("Financial PSUs") granted on October 15, 2023 under the Issuer's 2019 Equity Incentive Plan, as amended (the "Plan"). 33% of the Financial PSUs granted vested on June 5, 2024 and the balance of the Financial PSUs vested in equal quarterly installments thereafter until fully vested on June 5, 2026. Represents the vesting of Financial PSUs granted on June 5, 2024 under the Plan. 33% of the Financial PSUs granted 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. Represents the vesting of time-based restricted stock units ("RSUs") granted on June 5, 2024 under the Plan. 33% of the RSUs granted 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. Represents the vesting of restricted stock units based on relative total stockholder return ("rTSR PSUs") granted on June 5, 2024 under the Plan. These rTSR PSUs were earned following certification by the Compensation Committee of the Board of Directors of the Issuer (the "Compensation Committee") of certain performance conditions related to relative total stockholder return for the two year performance period that started on April 1, 2024 and ended on March 31, 2026. All of these rTSR PSUs vested on June 5, 2026. Represents the vesting of RSUs granted on June 5, 2025 under the Plan. 33% of the 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. Represents the vesting of Financial PSUs granted on June 5, 2025 under the Plan and earned following certification by the Compensation Committee of certain financial performance results for the Issuer's fiscal year 2026 that started on April 1, 2025 and ended on March 31, 2026. 33% of the 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. Represents the grant of RSUs under the Plan. 33% of these RSUs will vest on June 5, 2027 and the balance of the RSUs 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.

Key Figures

Tax-withheld shares: 3,944 shares Tax-withholding price: $42.19 per share Derivative exercises: 8,885 shares +3 more

6 metrics

Tax-withheld shares 3,944 shares Shares withheld to cover tax obligations at $42.19 per share

Tax-withholding price $42.19 per share Price for common shares withheld for tax liabilities

Derivative exercises 8,885 shares Common shares from derivative exercises (M-code transactions)

New RSU grant 8,889 units Restricted stock units granted, each for one common share

Common shares held 30,922 shares Direct Dynatrace common stock holdings after transactions

Vesting date June 5, 2026 Key vesting and transaction date for awards and tax withholding

Key Terms

restricted stock unit, Performance Restricted Stock Units (Financial), relative total stockholder return, tax withholding obligations, +1 more

5 terms

restricted stock unit financial

"Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock."

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.

Performance Restricted Stock Units (Financial) financial

"Represents the vesting of restricted stock units based on financial performance ("Financial PSUs") granted on October 15, 2023 under the Issuer's 2019 Equity Incentive Plan."

relative total stockholder return financial

"Represents the vesting of restricted stock units based on relative total stockholder return ("rTSR PSUs") granted on June 5, 2024 under the Plan."

tax withholding obligations financial

"Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations upon the vesting of restricted stock units."

2019 Equity Incentive Plan financial

"granted on October 15, 2023 under the Issuer's 2019 Equity Incentive Plan, as amended (the "Plan")."

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Form 4 Insider Transactions: What Each Field Means →

06/09/2026 - 09:24 PM

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^*

Yates Daniel S.

(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)
	SVP, Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/05/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/05/2026		M⁽¹⁾		2,409	A	⁽¹⁾	31,991	D
Common Stock	06/05/2026		F⁽²⁾		1,069	D	$42.19	30,922	D
Common Stock	06/05/2026		M⁽¹⁾		560	A	⁽¹⁾	31,482	D
Common Stock	06/05/2026		F⁽²⁾		249	D	$42.19	31,233	D
Common Stock	06/05/2026		M⁽¹⁾		718	A	⁽¹⁾	31,951	D
Common Stock	06/05/2026		F⁽²⁾		319	D	$42.19	31,632	D
Common Stock	06/05/2026		M⁽¹⁾		703	A	⁽¹⁾	32,335	D
Common Stock	06/05/2026		F⁽²⁾		312	D	$42.19	32,023	D
Common Stock	06/05/2026		M⁽¹⁾		2,670	A	⁽¹⁾	34,693	D
Common Stock	06/05/2026		F⁽²⁾		1,185	D	$42.19	33,508	D
Common Stock	06/05/2026		M⁽¹⁾		1,825	A	⁽¹⁾	35,333	D
Common Stock	06/05/2026		F⁽²⁾		810	D	$42.19	34,523	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Restricted Stock Units (Financial)	⁽¹⁾	06/05/2026		M			2,409	⁽³⁾	⁽¹⁾	Common Stock	2,409	$0	0	D
Performance Restricted Stock Units (Financial)	⁽¹⁾	06/05/2026		M			560	⁽⁴⁾	⁽¹⁾	Common Stock	560	$0	2,238	D
Restricted Stock Units	⁽¹⁾	06/05/2026		M			718	⁽⁵⁾	⁽¹⁾	Common Stock	718	$0	2,873	D
Performance Restricted Stock Units (rTSR)	⁽¹⁾	06/05/2026		M			703	⁽⁶⁾	⁽¹⁾	Common Stock	703	$0	0	D
Restricted Stock Units	⁽¹⁾	06/05/2026		M			2,670	⁽⁷⁾	⁽¹⁾	Common Stock	2,670	$0	5,419	D
Performance Restricted Stock Units (Financial)	⁽¹⁾	06/05/2026		M			1,825	⁽⁸⁾	⁽¹⁾	Common Stock	1,825	$0	3,700	D
Restricted Stock Units	⁽¹⁾	06/05/2026		A		8,889		⁽⁹⁾	⁽¹⁾	Common Stock	8,889	$0	8,889	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 restricted stock units based on financial performance ("Financial PSUs") granted on October 15, 2023 under the Issuer's 2019 Equity Incentive Plan, as amended (the "Plan"). 33% of the Financial PSUs granted vested on June 5, 2024 and the balance of the Financial PSUs vested in equal quarterly installments thereafter until fully vested on June 5, 2026.

4. Represents the vesting of Financial PSUs granted on June 5, 2024 under the Plan. 33% of the Financial PSUs granted 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 RSUs granted 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 restricted stock units based on relative total stockholder return ("rTSR PSUs") granted on June 5, 2024 under the Plan. These rTSR PSUs were earned following certification by the Compensation Committee of the Board of Directors of the Issuer (the "Compensation Committee") of certain performance conditions related to relative total stockholder return for the two year performance period that started on April 1, 2024 and ended on March 31, 2026. All of these rTSR PSUs vested on June 5, 2026.

7. Represents the vesting of RSUs granted on June 5, 2025 under the Plan. 33% of the 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.

8. Represents the vesting of Financial PSUs granted on June 5, 2025 under the Plan and earned following certification by the Compensation Committee of certain financial performance results for the Issuer's fiscal year 2026 that started on April 1, 2025 and ended on March 31, 2026. 33% of the 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.

9. Represents the grant of RSUs under the Plan. 33% of these RSUs will vest on June 5, 2027 and the balance of the RSUs 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 attorney	06/09/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Dynatrace (DT) insider Daniel S. Yates report in this Form 4?

Daniel S. Yates reported vesting of various restricted and performance stock units and related tax-withholding transactions. These equity awards converted into Dynatrace common shares, with some shares withheld by the company to satisfy tax obligations, reflecting routine executive compensation activity.

How many Dynatrace shares were withheld for Daniel S. Yates’s taxes?

A total of 3,944 Dynatrace common shares were withheld to satisfy Daniel S. Yates’s tax obligations. These tax-withholding dispositions occurred at a price of $42.19 per share, following the vesting of multiple restricted stock unit and performance stock unit awards.

How many restricted stock units were newly granted to Daniel S. Yates at Dynatrace (DT)?

Daniel S. Yates received a grant of 8,889 restricted stock units. Each unit represents a contingent right to one Dynatrace common share, vesting 33% on June 5, 2027, with the remainder vesting quarterly through June 5, 2029, subject to continued employment.

How many Dynatrace common shares does Daniel S. Yates hold after these transactions?

After the reported transactions, Daniel S. Yates directly holds 30,922 shares of Dynatrace common stock. This figure reflects the net result of vested awards converting into shares and shares withheld by the issuer for associated tax obligations on June 5, 2026.

What types of performance-based awards vested for Dynatrace insider Daniel S. Yates?

Performance restricted stock units based on financial performance and relative total stockholder return vested for Daniel S. Yates. These awards were earned after the compensation committee certified financial results and relative return metrics over defined performance periods, then converted into Dynatrace common shares on June 5, 2026.

Are Daniel S. Yates’s Dynatrace Form 4 transactions open-market buys or sells?

The reported transactions are not open-market buys or sells. They primarily involve the vesting and conversion of restricted and performance stock units, plus shares withheld by Dynatrace to cover tax liabilities, which is standard treatment for executive equity compensation.