DT Form 4: Director Kirsten Wolberg vests 3,981 RSUs and receives 4,111 RSU grant

Rhea-AI Filing Summary

Dynatrace director Kirsten O. Wolberg reported changes in her equity holdings. The Form 4 shows a reclassification of 3,981 previously reported unvested restricted stock units (RSUs) from the non-derivative table to the derivative table and notes that 100% of those RSUs vested on August 20, 2025. The filing also reports a grant of 4,111 new RSUs that will vest on the earlier of the one-year anniversary of grant or the 2026 annual meeting, subject to continued service. Following the reported transactions, the filing shows 23,871 shares of common stock beneficially owned and 4,111 RSUs outstanding as derivative securities.

Positive

• 100% of 3,981 previously reported RSUs vested on August 20, 2025, converting contingent awards into deliverable shares or settled value
• New grant of 4,111 RSUs establishes continued alignment of the director with shareholder interests through equity-based compensation

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director equity activity; primarily a vesting event and a standard annual RSU grant.

The Form 4 documents ordinary director compensation mechanics rather than a market-moving transaction. The filing discloses the conversion/classification of 3,981 previously reported time-based RSUs as derivative securities and confirms those RSUs vested in full on August 20, 2025. It also records a new grant of 4,111 RSUs that vest on the earlier of one year from grant or the 2026 annual meeting, contingent on continued service. Governance implications are limited: this aligns with standard director retention practices and does not indicate a change in control, unusual acceleration, or off-cycle award.

Compensation Analyst

TL;DR: Compensation actions reflect scheduled vesting and a typical annual RSU grant for a director.

The transaction details match routine equity compensation administration. The filing explains that RSUs granted on August 23, 2024 vested by the earlier corporate event on August 20, 2025. The new 4,111 RSU grant establishes future pay tied to continued board service with a customary one-year or annual-meeting vesting condition. There are no cash exercise prices and the RSUs convert one-for-one into common stock, so dilution implications are small and predictable relative to regular annual grants.

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

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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^*

Wolberg Kirsten O.

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

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(1)								19,890(2)	D
Common Stock	08/20/2025		M		3,981	A	(3)	23,871	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	(3)							(4)	(3)	Common Stock	3,981		3,981	D
Restricted Stock Units	(3)	08/20/2025		M			3,981	(4)	(3)	Common Stock	3,981	$0	0	D
Restricted Stock Units	(3)	08/20/2025		A		4,111		(5)	(3)	Common Stock	4,111	$0	4,111	D

Explanation of Responses:

1. This Form 4 reports the moving of unvested time-based restricted stock units ("RSUs") previously reported in Table I to Table II in addition to the transactions reflected herein.

2. Reflects a decrease of 3,981 shares of the Issuer's Common Stock representing unvested RSUs that were previously reported in Table I and are being reported in Table II of this Form 4 as derivative securities.

3. Each 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.

4. As previously reported on August 27, 2024, these RSUs were granted on August 23, 2024. 100% of the RSUs granted vested on August 20, 2025, which was the earlier of the one year anniversary of the date of grant (August 23, 2025) and the date of the Issuer's 2025 Annual Meeting of Stockholders (which was held on August 20, 2025).

5. Represents the grant of RSUs. 100% of the RSUs granted will vest on the earlier of the one year anniversary of the date of grant (August 20, 2026) and the date of the Issuer's 2026 Annual Meeting of Stockholders, subject to the Reporting Person's continued service as a director of the Issuer on the applicable vesting date.

Remarks:

	/s/ Marc Gold, by power of attorney	08/21/2025
	** 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).
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FAQ

What did Dynatrace director Kirsten O. Wolberg report on Form 4 (DT)?

The Form 4 reports the reclassification of 3,981 unvested RSUs to derivative securities, confirms those RSUs vested 100% on August 20, 2025, and shows a new grant of 4,111 RSUs.

How many Dynatrace shares does Kirsten Wolberg beneficially own after the filing?

The filing shows 23,871 shares of common stock beneficially owned following the reported transactions and 4,111 RSUs reported as derivative securities.

When do the newly granted RSUs vest?

The 4,111 RSUs vest on the earlier of the one-year anniversary of grant or the Issuer’s 2026 Annual Meeting of Stockholders, subject to continued service as a director.

When did the prior RSUs vest and when were they originally granted?

Those RSUs were granted on August 23, 2024 and 100% vested on August 20, 2025, the earlier of the one-year anniversary and the 2025 annual meeting.

Are there any cash exercise prices associated with the RSUs?

No; each RSU represents a contingent right to receive one share of common stock and the filing shows a $0 price for the RSUs.