Form 4: Bentley Systems Executive Chair Reports Stock Bonus and Tax Withholding

Bentley Systems Executive Chair and President Gregory S. Bentley reported the acquisition of 30,737 Class B Common Stock shares as compensation and the disposition of 13,445 shares for tax withholding.

Summary

• Gregory S. Bentley, Executive Chair & President, Director, and 10% Owner of Bentley Systems, Inc. (BSY), reported transactions on July 24, 2025.
• Acquired 30,737 shares of Class B Common Stock at $58.35 per share as part of the Issuer's Bonus Pool Plan.
• Disposed of 13,445 shares of Class B Common Stock at $58.35 per share to cover taxes related to the Bonus Pool Payment.
• Following these transactions, Bentley directly beneficially owns 7,627,296 shares of Class B Common Stock.
• Indirect beneficial ownership includes 29,155 shares by spouse and 92,654 shares by a 401(K) Plan.

Sentiment

Score: 6

Explanation: The filing reports a routine executive compensation event involving stock awards and tax withholding. It's a neutral event in terms of company operations but shows continued equity alignment for a key executive, which is generally positive.

Positives

• Executive Chair Gregory S. Bentley received 30,737 shares of Class B Common Stock as compensation, indicating continued alignment of management interests with shareholder value through equity awards.

Negatives

• No specific negative information is presented in this Form 4 filing, as it primarily details routine insider compensation and tax-related transactions.

Risks

• No specific risks are mentioned in this Form 4 filing, which focuses on insider ownership changes.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Management Comments

• The acquisition of 30,737 shares represents the stock portion of compensation paid to the Reporting Person pursuant to the Issuer's Bonus Pool Plan.
• The disposition of 13,445 shares represents shares withheld by the Issuer to cover taxes owed by the Reporting Person in respect of the Bonus Pool Payment.

Industry Context

This filing is a routine insider transaction report and does not provide information relevant to broader industry trends or competitive analysis. It reflects standard executive compensation practices within the software and infrastructure engineering industry.

Comparison to Industry Standards

• This Form 4 filing details a standard executive compensation event involving stock awards and tax withholding, which is a common practice across publicly traded companies, including peers in the software and engineering solutions sector such as Autodesk, Dassault Systèmes, or Trimble. The specific value and number of shares are tied to Bentley Systems' internal compensation structure and performance, rather than being directly comparable to specific projects or results of other companies.

Stakeholder Impact

• Shareholders: The acquisition of shares by a key executive through a bonus plan aligns management's interests with shareholders. The tax withholding is a standard operational aspect of equity compensation.
• Employees: The filing pertains to executive compensation and does not directly impact the broader employee base, though it reflects the company's compensation practices.

Next Steps

• No specific future actions or milestones are mentioned in this Form 4 filing beyond the reported transactions.

Key Dates

Keywords

Bentley Systems, BSY, Form 4, Insider Trading, Beneficial Ownership, Executive Compensation, Stock Award, Gregory Bentley