DT Form 4: McConnell RSU Vesting, Ownership Corrected by 500 Shares

Rhea-AI Filing Summary

Dynatrace, Inc. (DT) director and CEO Rick M. McConnell reported the vesting of 5,275 time-based restricted stock units on 08/15/2025, which converted into the same number of common shares. The issuer withheld 2,679 shares to satisfy tax withholding at an effective price shown as $48.24, leaving the reporting person with 170,503 shares owned directly after correcting a prior overstatement of 500 shares. The filing also discloses 500 shares held indirectly in the Anne Marie McConnell Trust. The Form 4 was signed by power of attorney on 08/18/2025.

Positive

• Corrected prior filing error by reducing the overstated direct beneficial ownership by 500 shares, improving disclosure accuracy
• Vesting of 5,275 RSUs converted to common stock as scheduled, reflecting normal compensation realization
• Clear disclosure of tax withholding where 2,679 shares were withheld to satisfy tax obligations upon vesting

Negative

• Shares withheld for taxes (2,679) reduced the net increase in free-floating shares from the RSU vesting

Insights

Financial Analyst

TL;DR: Routine executive compensation vesting with minor share withholding and a corrected ownership tally; not material to company valuation.

The report documents the vesting of 5,275 RSUs into common stock and the withholding of 2,679 shares for taxes, leaving 170,503 shares directly owned after a 500-share correction to prior filings. These actions reflect normal equity compensation mechanics rather than active market trading or a change in control. The sizes involved are small relative to total public float and present no immediate balance-sheet or liquidity impact on the issuer.

Corporate Governance Expert

TL;DR: Disclosure corrects a scrivener error and records scheduled RSU vesting; governance and reporting restored to accurate status.

The filing clarifies a prior overstatement of beneficial ownership by 500 shares and records scheduled vesting from a 2021 RSU grant. The Reporting Person disclaims beneficial ownership of trust-held shares except to the extent of any pecuniary interest, consistent with standard Section 16 reporting practice. Execution by power of attorney is properly noted, and the Form 4 documents routine executive compensation events rather than extraordinary insider activity.

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^*

MCCONNELL RICK M

(Last) (First) (Middle)

C/O DYNATRACE, INC.

280 CONGRESS STREET, 11TH FLOOR

(Street)

BOSTON MA 02210

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Dynatrace, Inc. [ DT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	08/15/2025		M(1)		5,275	A	(1)	173,182(2)	D
Common Stock	08/15/2025		F(3)		2,679	D	$48.24	170,503	D
Common Stock								500	I	See Footnote(4)

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)	08/15/2025		M			5,275	(5)	(1)	Common Stock	5,275	$0	5,275	D

Explanation of Responses:

1. Each time-based restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock. The RSUs do not expire. They either vest or are cancelled prior to the vesting date.

2. Due to a scrivener's error in the Reporting Person's Form 4s filed on June 9, 2025, the number of shares of Common Stock beneficially owned directly by the Reporting Person was inadvertently overstated by 500 shares. The corrected number of shares beneficially owned directly is reflected in this Form 4.

3. Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations upon the vesting of RSUs.

4. 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.

5. Represents the vesting of RSUs granted on December 13, 2021. 50% of the RSUs granted vested in two equal installments on November 15, 2022 and November 15, 2023. For the remaining 50% of the RSUs granted, 25% vested on November 15, 2022 and the balance vests in equal quarterly installments thereafter until fully vested on November 15, 2025, subject to the Reporting Person's continued employment on the applicable vesting dates.

Remarks:

	/s/ Marc Gold, by power of attorney	08/18/2025
	** 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.

FAQ

What transaction did Dynatrace (DT) CEO Rick McConnell report on Form 4?

The Form 4 reports the vesting of 5,275 restricted stock units into common stock on 08/15/2025 and related share withholding for taxes.

How many shares were withheld for taxes and at what price?

2,679 shares were withheld to satisfy tax withholding obligations; the filing lists a price of $48.24 for the withheld shares.

What is the reporting person's beneficial ownership after the transaction?

After the transaction and correction, the reporting person directly beneficially owns 170,503 shares and holds 500 shares indirectly via a trust.

Why does the filing mention a 500-share correction?

The Form explains a scrivener's error in prior Form 4s filed June 9, 2025, that overstated direct ownership by 500 shares; this filing reflects the corrected amount.

Was this Form 4 signed by the reporting person?

The Form 4 was signed by Marc Gold by power of attorney on behalf of the reporting person on 08/18/2025.