BENTLEY GREGORY S 4

What Happened
Gregory S. Bentley, a 10% owner of Bentley Systems, received a stock award under the company's Bonus Pool Plan on 2026-04-23. The filing shows 62,032 shares were granted at $32.65 per share (value $2,025,345). To cover taxes on that award, 27,133 shares were withheld by the issuer (disposition) at the same $32.65 price (value $885,892). Net, Bentley increased his position by 34,899 shares, representing a net value of approximately $1,139,453.

Key Details

• Transaction date: 2026-04-23; Form 4 filed: 2026-04-27 (timely filing).
• Grant (code A): 62,032 shares @ $32.65 (total $2,025,345).
• Tax withholding (code F): 27,133 shares @ $32.65 (total $885,892) — shares were withheld to satisfy tax obligations.
• Net change: +34,899 shares; net value ≈ $1,139,453.
• Shares owned after transaction: not specified in the provided filing.
• Footnotes: F1 — stock portion of compensation under the Issuer's Bonus Pool Plan; F2 — shares withheld to cover taxes.

Context
This was a compensation-related award (not an open-market purchase or sale). The withholding of shares to cover taxes is a routine, cashless method employers use and does not necessarily signal a change in insider sentiment. Because Gregory Bentley is reported as a 10% owner, this filing reflects his ownership-class insider activity rather than a typical executive buy/sell trade.