$BSY·8-K

BENTLEY SYSTEMS INC · May 26, 4:15 PM ET

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BENTLEY SYSTEMS INC 8-K

Research Summary

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Bentley Systems Reports 2026 Annual Meeting Results; Declares $0.07 Dividend

What Happened

  • Bentley Systems, Incorporated filed an 8‑K reporting results of its 2026 Annual Meeting held May 21, 2026 and announcing that the Board declared a $0.07 per share cash dividend for Q2 2026.
  • All director nominees were elected to serve for the ensuing year. The filing notes that Class A shares carried 29 votes per share and Class B shares one vote per share (voting together as a single class); the record date for voting was March 31, 2026.
  • The Board declared a cash dividend of $0.07 per share, payable June 11, 2026 to shareholders of record as of the close of business on June 2, 2026.

Key Details

  • Directors: all nominees were elected; examples of vote totals: Gregory S. Bentley — 509,993,099 For / 42,342,860 Withheld (12,658,376 broker non‑votes); Brian F. Hughes — 511,868,275 For / 40,467,684 Withheld (12,658,376 broker non‑votes).
  • Advisory vote on named executive officer compensation: 532,030,070 For, 18,740,829 Against, 1,565,060 Abstentions; 12,658,376 broker non‑votes (abstentions and broker non‑votes did not affect the outcome).
  • Auditor ratification: KPMG LLP was ratified as independent registered public accounting firm for 2026 — 557,377,789 For, 7,093,035 Against, 523,511 Abstain.
  • Dividend: $0.07 per share declared May 22, 2026; payable June 11, 2026; record date June 2, 2026.

Why It Matters

  • Governance: Re‑election of the board and ratification of KPMG provide continuity in leadership and oversight, which can affect strategic direction and audit continuity.
  • Shareholder returns: The declared $0.07/share cash dividend is a direct cash return to shareholders and is a concrete near‑term benefit tied to share ownership as of June 2, 2026.
  • Compensation approval: The non‑binding shareholder advisory vote approved the company’s executive pay disclosure, giving the board a shareholder mandate (though non‑binding) on compensation practices.

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