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Dynatrace (DT) CTO awarded performance-based RSUs tied to FY 2026 results

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Form Type
4

Rhea-AI Filing Summary

Greifeneder Bernd reported acquisition or exercise transactions in this Form 4 filing.

Dynatrace, Inc. EVP and Chief Technology Officer Bernd Greifeneder reported equity awards, not open-market trades. He received 4,043 performance-based restricted stock units tied to relative total stockholder return (rTSR) and 30,845 performance-based restricted stock units tied to financial results, each representing a right to receive one share of common stock upon vesting.

The financial performance units were granted on June 5, 2025 and earned based on fiscal year 2026 results, with 33% vesting on June 5, 2026 and the remainder in equal quarterly installments through June 5, 2028, subject to continued employment. The rTSR units were granted on June 5, 2024, earned over a two-year performance period ending March 31, 2026, and will vest in full on June 5, 2026 if employment continues.

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Insider Greifeneder Bernd
Role EVP, Chief Technology Officer
Type Security Shares Price Value
Grant/Award Performance Restricted Stock Units (Financial) 30,845 $0.00 --
Grant/Award Performance Restricted Stock Units (rTSR) 4,043 $0.00 --
Holdings After Transaction: Performance Restricted Stock Units (Financial) — 30,845 shares (Direct, null); Performance Restricted Stock Units (rTSR) — 4,043 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 "Plan"). The Financial PSUs granted on June 5, 2025 were earned following certification by the Compensation Committee of the Board of Directors (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 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, 2028, subject to the Reporting Person's continued employment on the applicable vesting dates. Represents earned restricted stock units based on relative total stockholder return ("rTSR PSUs") awarded under the Plan. These rTSR PSUs granted on June 5, 2024 were earned following certification by 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 earned rTSR PSUs will vest on June 5, 2026, subject to the Reporting Person's continued employment on the vesting date.
rTSR performance RSUs granted 4,043 units Earned rTSR PSUs vesting June 5, 2026
Financial performance RSUs granted 30,845 units Earned Financial PSUs vesting 2026–2028
Initial vesting date financial RSUs June 5, 2026 33% of earned Financial PSUs vest
Final vesting date financial RSUs June 5, 2028 Financial PSUs fully vested if employment continues
rTSR performance period end March 31, 2026 Two-year rTSR performance measurement period end
Financial performance fiscal year Fiscal year 2026 Performance period from April 1, 2025 to March 31, 2026
Performance Restricted Stock Units (rTSR) financial
"Performance Restricted Stock Units (rTSR)"
Financial PSUs financial
"Represents earned restricted stock units based on financial performance ("Financial PSUs") awarded"
relative total stockholder return financial
"performance conditions related to relative total stockholder return for the two year performance period"
2019 Equity Incentive Plan financial
"awarded under the Issuer's 2019 Equity Incentive Plan, as amended (the "Plan")"
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*
Greifeneder Bernd
(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 Technology 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)05/16/2026A30,845(1) (2) (1)Common Stock30,845$030,845D
Performance Restricted Stock Units (rTSR)(1)05/16/2026A4,043(1) (3) (1)Common Stock4,043$04,043D
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 "Plan"). The Financial PSUs granted on June 5, 2025 were earned following certification by the Compensation Committee of the Board of Directors (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 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, 2028, subject to the Reporting Person's continued employment on the applicable vesting dates.
3. Represents earned restricted stock units based on relative total stockholder return ("rTSR PSUs") awarded under the Plan. These rTSR PSUs granted on June 5, 2024 were earned following certification by 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 earned rTSR PSUs will vest on June 5, 2026, subject to the Reporting Person's continued employment on the vesting date.
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 insider transactions did Dynatrace (DT) report for Bernd Greifeneder?

Dynatrace reported that EVP and Chief Technology Officer Bernd Greifeneder received grants of performance-based restricted stock units, not open-market trades. He was awarded 4,043 rTSR units and 30,845 financial performance units, each convertible into common stock upon vesting.

How many performance-based restricted stock units did the Dynatrace CTO receive?

The Dynatrace CTO received 4,043 performance restricted stock units tied to relative total stockholder return and 30,845 performance restricted stock units tied to financial performance. Each unit represents a contingent right to receive one share of Dynatrace common stock when vesting conditions are satisfied.

When do Bernd Greifeneder’s Dynatrace financial performance RSUs vest?

The financial performance RSUs were earned based on fiscal year 2026 results. Thirty-three percent will vest on June 5, 2026, with the remaining earned units vesting in equal quarterly installments until fully vested on June 5, 2028, assuming Mr. Greifeneder remains employed.

What are rTSR performance RSUs in the Dynatrace Form 4 filing?

The rTSR performance RSUs are units earned based on relative total stockholder return over a defined period. The 4,043 rTSR units were granted June 5, 2024, earned over a two-year performance window ending March 31, 2026, and will vest entirely on June 5, 2026 if employment continues.

Do the Dynatrace performance RSUs reported by the CTO have an expiration date?

The performance RSUs do not expire in the traditional sense; they either vest or are cancelled before vesting. Each unit converts into one share of Dynatrace common stock upon vesting, subject to the specified performance goals and the executive’s continued employment.

Are these Dynatrace Form 4 transactions open-market buys or sells?

No, the Form 4 transactions reflect equity compensation awards, not open-market buying or selling. The transactions are coded as grants or awards of performance-based restricted stock units, which convert into common shares only if vesting and continued employment conditions are met.