STOCK TITAN

Dynatrace (DT) CFO Benson logs RSU vesting, share withholding for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Dynatrace, Inc. executive vice president, CFO and treasurer James M. Benson reported routine equity compensation activity involving restricted stock units (RSUs). On June 15, 2026, 17,731 RSUs vested into an equal number of shares of common stock, consistent with an award granted on December 15, 2022 under the company’s 2019 Equity Incentive Plan. To cover tax obligations at vesting, 8,573 of these shares were withheld by Dynatrace, leaving a net share increase while not reflecting an open-market sale. Following these transactions, Benson directly held 176,244 shares of common stock and 35,464 RSUs, which will continue to vest in scheduled quarterly installments through December 15, 2026, subject to his continued employment.

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Insider Benson James M
Role EVP, CFO and Treasurer
Type Security Shares Price Value
Exercise Restricted Stock Units 17,731 $0.00 --
Exercise Common Stock 17,731 $0.00 --
Tax Withholding Common Stock 8,573 $41.19 $353K
Holdings After Transaction: Restricted Stock Units — 35,464 shares (Direct, null); Common Stock — 184,817 shares (Direct, null)
Footnotes (1)
  1. Each 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. Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations upon the vesting of RSUs. Represents the vesting of RSUs granted on December 15, 2022 under the Issuer's 2019 Equity Incentive Plan, as amended. 25% of the RSUs granted vested on December 15, 2023 and the balance of the RSUs vest in equal quarterly installments thereafter until fully vested on December 15, 2026, subject to the Reporting Person's continued employment on the applicable vesting dates.
RSUs vested 17,731 units Converted into common stock on June 15, 2026
Shares withheld for taxes 8,573 shares Withheld upon RSU vesting to satisfy tax obligations
Common shares held after transactions 176,244 shares Direct holdings following June 15, 2026 events
RSUs remaining after vest 35,464 units Unvested RSUs after the June 15, 2026 vesting
RSU grant date December 15, 2022 Original grant under 2019 Equity Incentive Plan
Final vesting date December 15, 2026 Date by which RSUs are fully vested if employment continues
Restricted Stock Units financial
"Represents the vesting of RSUs granted on December 15, 2022 under the Issuer's 2019 Equity Incentive Plan, as amended."
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.
tax withholding obligations financial
"Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations upon the vesting of RSUs."
2019 Equity Incentive Plan financial
"Represents the vesting of RSUs granted on December 15, 2022 under the Issuer's 2019 Equity Incentive Plan, as amended."
derivative exercise/conversion financial
"transaction_action: derivative exercise/conversion"
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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*
Benson James M

(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, CFO and Treasurer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026
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
Common Stock06/15/2026M(1)17,731A(1)184,817D
Common Stock06/15/2026F(2)8,573D$41.19176,244D
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
Restricted Stock Units(1)06/15/2026M17,731 (3) (1)Common Stock17,731$035,464D
Explanation of Responses:
1. Each 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. Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations upon the vesting of RSUs.
3. Represents the vesting of RSUs granted on December 15, 2022 under the Issuer's 2019 Equity Incentive Plan, as amended. 25% of the RSUs granted vested on December 15, 2023 and the balance of the RSUs vest in equal quarterly installments thereafter until fully vested on December 15, 2026, subject to the Reporting Person's continued employment on the applicable vesting dates.
Remarks:
/s/ Marc Gold, by power of attorney06/17/2026
** 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)

FAQ

What insider transaction did Dynatrace (DT) CFO James Benson report?

Dynatrace CFO James Benson reported RSU vesting and related tax withholding, not an open-market trade. 17,731 restricted stock units vested into common shares, with 8,573 shares withheld by the company to cover tax obligations tied to the vesting event.

How many Dynatrace (DT) RSUs vested for the CFO in this Form 4?

A total of 17,731 restricted stock units vested for the Dynatrace CFO. Each RSU converts into one share of common stock, reflecting a scheduled vest under a 2022 equity grant, rather than a discretionary market purchase of Dynatrace shares.

Were any Dynatrace (DT) shares sold on the market in this Form 4?

No open-market sales occurred in this Form 4. 8,573 shares were withheld by Dynatrace to satisfy James Benson’s tax withholding obligations related to RSU vesting, which is recorded as a disposition but is not a market sale transaction.

What are James Benson’s Dynatrace (DT) holdings after the reported transactions?

After the reported transactions, James Benson directly held 176,244 shares of Dynatrace common stock and 35,464 restricted stock units. The remaining RSUs are scheduled to vest in equal quarterly installments through December 15, 2026, contingent on continued employment.

What is the vesting schedule of the Dynatrace (DT) RSUs mentioned in the filing?

The RSUs were granted on December 15, 2022. Twenty-five percent vested on December 15, 2023, and the remaining units vest in equal quarterly installments until fully vested on December 15, 2026, assuming James Benson remains employed on each vesting date.

How does tax withholding work for Dynatrace (DT) RSU vesting events?

At RSU vesting, Dynatrace withholds a portion of newly delivered shares to cover the executive’s tax obligations. In this filing, 8,573 shares were withheld from James Benson’s vested shares, satisfying tax requirements without using cash or executing an open-market share sale.