SEC Form 4 · accession 0001542567-26-000012
Dynatrace, Inc. · DT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James M Benson
Officer — EVP, CFO and Treasurer
Period of report
Sep 5, 2026
Accepted (ET)
Sep 9, 2026 · 7:22 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001773383
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 5, 2026 | M | 3,851 | — | A | 180,095 | D | |
| Common Stock | Sep 5, 2026 | F | 1,874 | $51.90 | D | 178,221 | D | |
| Common StockF1 | Sep 5, 2026 | M | 4,938 | — | A | 183,159 | D | |
| Common Stock | Sep 5, 2026 | F | 2,388 | $51.90 | D | 180,771 | D | |
| Common StockF1 | Sep 5, 2026 | M | 4,927 | — | A | 185,698 | D | |
| Common Stock | Sep 5, 2026 | F | 2,383 | $51.90 | D | 183,315 | D | |
| Common StockF1 | Sep 5, 2026 | M | 3,370 | — | A | 186,685 | D | |
| Common Stock | Sep 5, 2026 | F | 1,630 | $51.90 | D | 185,055 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Restricted Stock Units (Financial)F1,F3 | — | Sep 5, 2026 | M | 3,851 | D | — | — | Common Stock | 3,851 | 11,554 | D |
| Restricted Stock UnitsF1,F4 | — | Sep 5, 2026 | M | 4,938 | D | — | — | Common Stock | 4,938 | 14,814 | D |
| Restricted Stock UnitsF1,F5 | — | Sep 5, 2026 | M | 4,927 | D | — | — | Common Stock | 4,927 | 40,843 | D |
| Performance Restricted Stock Units (Financial)F1,F6 | — | Sep 5, 2026 | M | 3,370 | D | — | — | Common Stock | 3,370 | 15,944 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock. The restricted stock units do not expire. They either vest or are cancelled prior to the vesting date.
- F2Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations upon the vesting of restricted stock units.
- F3Represents the vesting of restricted stock units based on financial performance ("Financial PSUs") granted on June 5, 2024 under the Issuer's 2019 Equity Incentive Plan, as amended (the "Plan"). 33% of the earned Financial PSUs vested on June 5, 2025 and the balance of the Financial PSUs vest in equal quarterly installments thereafter until fully vested on June 5, 2027, subject to the Reporting Person's continued employment on the applicable vesting dates.
- F4Represents the vesting of time-based restricted stock units ("RSUs") granted on June 5, 2024 under the Plan. 33% of the granted RSUs vested on June 5, 2025 and the balance of the RSUs vest in equal quarterly installments thereafter until fully vested on June 5, 2027, subject to the Reporting Person's continued employment on the applicable vesting dates.
- F5Represents the vesting of RSUs granted on June 5, 2025 under the Plan. 33% of the granted RSUs vested on June 5, 2026 and the balance of the RSUs 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.
- F6Represents the vesting of Financial PSUs granted on June 5, 2025 under the Plan. 33% of the earned Financial PSUs vested on June 5, 2026, and the balance of the Financial PSUs 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.