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Dynatrace (DT) CEO Rick McConnell awarded new performance-based RSU grants

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(Neutral)
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(Neutral)
Form Type
4

Rhea-AI Filing Summary

MCCONNELL RICK M reported acquisition or exercise transactions in this Form 4 filing.

Dynatrace, Inc. Chief Executive Officer Rick M. McConnell received two performance-based restricted stock unit awards tied to the company’s Common Stock. One grant covers 14,504 Performance RSUs based on relative total stockholder return that will vest on June 5, 2026, subject to continued employment. A second grant covers 110,644 Performance RSUs based on financial performance, with 33% vesting on June 5, 2026 and the remainder vesting in equal quarterly installments until fully vested on June 5, 2028, if he remains employed.

Positive

  • None.

Negative

  • None.
Insider MCCONNELL RICK M
Role Chief Executive Officer
Type Security Shares Price Value
Grant/Award Performance Restricted Stock Units (Financial) 110,644 $0.00 --
Grant/Award Performance Restricted Stock Units (rTSR) 14,504 $0.00 --
Holdings After Transaction: Performance Restricted Stock Units (Financial) — 110,644 shares (Direct, null); Performance Restricted Stock Units (rTSR) — 14,504 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 14,504 units Earned rTSR PSUs vesting on June 5, 2026
Financial Performance RSUs granted 110,644 units Earned Financial PSUs with vesting through June 5, 2028
Exercise price per unit $0.00 Grant/award acquisitions of PSUs
Financial PSU vesting start 33% on June 5, 2026 Initial vesting date for earned Financial PSUs
Financial PSU final vesting date June 5, 2028 Quarterly vesting until fully vested
rTSR PSU performance period April 1, 2024–March 31, 2026 Relative total stockholder return measurement window
Performance Restricted Stock Units (rTSR) financial
"Performance Restricted Stock Units (rTSR) with underlying Common Stock shares"
Performance Restricted Stock Units (Financial) financial
"Performance Restricted Stock Units (Financial) representing earned restricted stock units"
Financial PSUs financial
"Represents earned restricted stock units based on financial performance ("Financial PSUs") awarded under the Issuer's 2019 Equity Incentive Plan"
rTSR PSUs financial
"Represents earned restricted stock units based on relative total stockholder return ("rTSR PSUs") awarded under the Plan"
2019 Equity Incentive Plan financial
"Financial PSUs awarded under the Issuer's 2019 Equity Incentive Plan, as amended"
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*
MCCONNELL RICK 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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive 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)05/16/2026A110,644(1) (2) (1)Common Stock110,644$0110,644D
Performance Restricted Stock Units (rTSR)(1)05/16/2026A14,504(1) (3) (1)Common Stock14,504$014,504D
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 did Dynatrace (DT) CEO Rick McConnell report in this Form 4?

Rick McConnell reported receiving two grants of performance-based restricted stock units linked to Dynatrace Common Stock. One grant covers 14,504 relative total stockholder return units and another covers 110,644 financial performance units, both subject to future vesting and continued employment conditions.

How many performance restricted stock units did the Dynatrace CEO receive?

The CEO received 14,504 Performance RSUs based on relative total stockholder return and 110,644 Performance RSUs based on financial performance. Each unit represents a contingent right to receive one share of Common Stock upon vesting and settlement, rather than an immediate share issuance.

What is the vesting schedule for Dynatrace’s Financial PSUs granted to the CEO?

For the 110,644 Financial PSUs, 33% will vest on June 5, 2026. The remaining units will vest in equal quarterly installments until fully vested on June 5, 2028, provided Rick McConnell continues his employment through each applicable vesting date.

When do the rTSR PSUs granted to Dynatrace’s CEO vest?

The 14,504 rTSR PSUs, earned based on relative total stockholder return performance from April 1, 2024 to March 31, 2026, will vest on June 5, 2026. Vesting is contingent on the CEO’s continued employment with Dynatrace on that vesting date.

What performance periods determined the CEO’s earned PSUs at Dynatrace (DT)?

The Financial PSUs were earned based on financial results for the fiscal year starting April 1, 2025 and ending March 31, 2026. The rTSR PSUs were earned over a two-year relative total stockholder return period from April 1, 2024 to March 31, 2026.

Were there any stock sales or option exercises reported by Dynatrace’s CEO?

No stock sales or option exercises were reported. The Form 4 only shows two acquisitions coded as awards of performance-based restricted stock units, each with a transaction price of $0.00 per unit, reflecting compensation grants rather than market purchases or sales.