Form 4: Bentley Systems CLO Sells Shares for Tax Obligation

Bentley Systems' Chief Legal Officer disposed of 1,201 Class B Common Stock shares to cover tax liabilities from a deferred compensation plan distribution.

Summary

• David R. Shaman, Chief Legal Officer of Bentley Systems, Incorporated (BSY), disposed of 1,201 shares of Class B Common Stock.
• The transaction occurred on August 1, 2025, at a price of $57.12 per share.
• The shares were withheld by Bentley Systems to cover taxes due by Mr. Shaman upon a scheduled distribution from the company's Non-Qualified Deferred Compensation Plan.
• Following this transaction, Mr. Shaman directly beneficially owns 646,008 shares of Class B Common Stock.
• Indirect beneficial ownership includes 279,308 shares via Grantor Retained Annuity Trusts, 55,527 shares via Spouse Trustee, and 32,635 shares via a 401(K) Plan.

Sentiment

Score: 5

Explanation: The filing reports a routine, non-discretionary transaction (tax withholding) by an insider, which is neutral in sentiment. It does not indicate any significant positive or negative operational or financial news.

Negatives

• A reduction in direct share ownership by a key executive, although for tax purposes.

Future Outlook

No forward-looking statements or guidance are provided in this filing.

Industry Context

This filing is a routine insider transaction for tax purposes and does not reflect broader industry trends or competitive dynamics. It is specific to an individual executive's compensation and tax obligations.

Related Party Transactions

• The transaction involves the disposition of shares to the issuer (Bentley Systems, Inc.) to cover tax liabilities, which is a direct dealing between the reporting person and the company.

Stakeholder Impact

• Shareholders: Minimal direct impact as this is a small, non-discretionary transaction for tax purposes by an executive, not indicative of a change in confidence or strategy.
• Employees: No direct impact.

Key Dates

Keywords

Bentley Systems, BSY, SEC Form 4, Insider Transaction, Share Disposition, Tax Withholding, Deferred Compensation, Chief Legal Officer, David R. Shaman