09/09/2025 | Press release | Distributed by Public on 09/09/2025 18:03
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | (1) | 09/05/2025 | M | 3,827 | (4) | (1) | Common Stock | 3,827 | $ 0 | 11,482 | D | ||||
Restricted Stock Units | (1) | 09/05/2025 | M | 4,130 | (5) | (1) | Common Stock | 4,130 | $ 0 | 28,910 | D | ||||
Performance Restricted Stock Units (Financial) | (1) | 09/05/2025 | M | 5,204 | (6) | (1) | Common Stock | 5,204 | $ 0 | 15,614 | D | ||||
Performance Restricted Stock Units (Financial) | (1) | 09/05/2025 | M | 3,222 | (7) | (1) | Common Stock | 3,222 | $ 0 | 22,547 | D | ||||
Restricted Stock Units | (1) | 09/05/2025 | M | 30 | (8) | (1) | Common Stock | 30 | $ 0 | 93 | I | By Spouse | |||
Restricted Stock Units | (1) | 09/05/2025 | M | 19 | (9) | (1) | Common Stock | 19 | $ 0 | 58 | I | By Spouse | |||
Restricted Stock Units | (1) | 09/05/2025 | M | 117 | (10) | (1) | Common Stock | 117 | $ 0 | 816 | I | By Spouse |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Greifeneder Bernd C/O DYNATRACE, INC. 280 CONGRESS STREET, 11TH FLOOR BOSTON, MA 02210 |
EVP, Chief Technology Officer |
/s/ Marc Gold, by power of attorney | 09/09/2025 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Each 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. |
(2) | Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations upon the vesting of restricted stock units. |
(3) | Represents shares sold pursuant to the Issuer's mandatory sell-to-cover policy applicable to tax withholding obligations resulting from the vesting of restricted stock units. |
(4) | Represents the vesting of time-based restricted stock units ("RSUs") granted on June 5, 2023. 33% of the RSUs granted vested on June 5, 2024 and the balance of the RSUs vest in equal quarterly installments thereafter until fully vested on June 5, 2026, subject to the Reporting Person's continued employment on the applicable vesting dates. |
(5) | Represents the vesting of RSUs granted on June 5, 2024. 33% of the RSUs granted 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. |
(6) | Represents the vesting of restricted stock units based on financial performance ("Financial PSUs") granted on June 5, 2023. 33% of the Financial PSUs granted vested on June 5, 2024 and the balance of the Financial PSUs vest in equal quarterly installments thereafter until fully vested on June 5, 2026, subject to the Reporting Person's continued employment on the applicable vesting dates. |
(7) | Represents the vesting of Financial PSUs granted on June 5, 2024. 33% of the Financial PSUs granted vested on June 5, 2025 and the balance of 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. |
(8) | Represents the vesting of RSUs granted on June 5, 2023. 33% of the RSUs granted vested on June 5, 2024 and the balance of the RSUs vest in equal quarterly installments thereafter until fully vested on June 5, 2026, subject to the Reporting Person's spouse's continued employment on the applicable vesting dates. |
(9) | Represents the vesting of RSUs granted on June 15, 2023. 33% of the RSUs granted vested on June 5, 2024 and the balance of the RSUs vest in equal quarterly installments thereafter until fully vested on June 5, 2026, subject to the Reporting Person's spouse's continued employment on the applicable vesting dates. |
(10) | Represents the vesting of RSUs granted on June 5, 2024. 33% of the RSUs granted 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 spouse's continued employment on the applicable vesting dates. |