Bentley Systems filings document the reporting framework for an infrastructure engineering software company with Class B common stock listed on Nasdaq under BSY. Its Form 8-K reports cover quarterly and annual operating results, furnished earnings releases, non-GAAP reconciliations, dividends, repurchase authorizations, convertible senior note matters, and credit facility amendments including senior secured term loan arrangements.
Proxy filings describe annual meeting matters, stockholder voting procedures, board and governance topics, executive compensation, and the company’s dual-class common stock context. Together, the filings provide formal disclosure on revenue performance, capital allocation, debt and equity instruments, material agreements, governance controls, and risk-related statements tied to Bentley’s software business.
Bentley Systems reported solid growth for the three months ended March 31, 2026. Total revenues reached $424,181, up 14.5% year over year, driven by subscription revenues of $392,484, which grew 14.7%.
Net income attributable to Bentley Systems was $95,386 versus $91,368 a year earlier, with diluted EPS of $0.30 compared to $0.28. Annualized recurring revenues were $1,494,511, up from $1,319,256, and the recurring revenues dollar-based net retention rate was 109%.
Operating income rose to $126,260, while AOI less Operating SBC was $140,923. Operating cash flow was strong at $193,408 but below $219,415 in the prior-year period. The company repaid its 2026 convertible notes, ending the quarter with long-term debt of $1,115,269, repurchased 1,037,848 Class B shares for $40,021, and paid a quarterly dividend of $0.07 per share, totaling $21,225.
Bentley Systems reported a strong start to 2026 in its first‑quarter Form 8‑K. Total revenues were $424.2 million, up 14.5% year‑over‑year, with subscriptions revenues of $392.5 million, up 14.7%. Annualized Recurring Revenues reached $1,494.5 million, with an 11.5% constant‑currency ARR growth rate.
Operating income margin was 29.8% and AOI less Operating SBC margin was 33.2%. Net income attributable to Bentley Systems was $95.4 million, or $0.30 per diluted share, while Adjusted EPS was $0.38. Free cash flow was $187.9 million, down from $216.4 million a year earlier.
Management highlighted continued AI‑driven product initiatives and strong performance in its Resources and Public Works / Utilities sectors. On the balance sheet, the company repaid its 2026 convertible notes and, via an April 23, 2026 amendment, added a new $550 million term loan, increasing total credit facility capacity to $1.85 billion and keeping net debt leverage under 2x.
Bentley Systems Chief Legal Officer David R. Shaman reported routine share movements related to tax withholding and indirect holdings in Class B Common Stock. The issuer withheld 5,287 shares at a volume weighted average price of $33.58 to cover taxes due on a scheduled distribution from the company’s Non-Qualified Deferred Compensation Plan.
After this tax-withholding disposition, Shaman directly holds 654,288 Class B shares. He also has indirect interests in 32,635 shares through a 401(k) plan, 55,527 shares held with his spouse as trustee, and 279,308 shares held by Grantor Retained Annuity Trusts.
Bentley Systems, Incorporated entered into a First Amendment and Incremental Facility Agreement that amends its existing Second Amended and Restated Credit Agreement. The amendment provides a new $550 million senior secured term loan maturing on October 18, 2029, with a possible earlier “springing” maturity 91 days before the company’s convertible debt comes due if certain liquidity conditions are not met.
The term loan bears interest, at Bentley’s option, at either the Alternate Base Rate or the Term SOFR Rate, plus a margin tied to the company’s Net Leverage Ratio. It can be repaid at any time without prepayment premiums. Principal is scheduled to amortize quarterly at 1.25% of the initial $550 million, beginning on the last business day of the fiscal quarter ending June 30, 2027.
Bentley Systems Inc. executive chair and president Gregory S. Bentley reported routine equity compensation and related tax withholding in Class B Common Stock. He received a grant of 62,032 shares at $32.65 per share as stock compensation under the issuer's Bonus Pool Plan, and 27,133 shares at the same price were withheld by the company to cover taxes on this payment. After these transactions, he holds 7,679,892 Class B shares directly, plus 92,654 shares held through a 401(k) plan and 29,155 shares held by his spouse, all reported as indirect ownership.
Bentley Systems, Incorporated is holding a fully virtual Annual Meeting of Stockholders on May 21, 2026 at 11:00 a.m. Eastern Time. Stockholders of record as of March 31, 2026 can vote online, by phone, mail, or during the live webcast.
Stockholders will vote on electing eight directors, an advisory “say‑on‑pay” approval of named executive officer compensation, and ratifying KPMG LLP as independent auditor for 2026. Bentley reports 2025 revenue of approximately $1.5 billion, up 11.0%, Annualized Recurring Revenues of $1,462 million with 11.5% constant‑currency growth, and stronger profitability and cash generation, including $538.5 million in operating cash flow and $520.2 million in free cash flow.
Bentley Systems Chief Technology Officer Julien Moutte had 3,007 shares of Class B Common Stock withheld on April 1, 2026 to cover taxes due on previously granted awards that vested. This was a tax-withholding disposition, not an open-market sale. After this transaction, he directly holds 90,166 shares of Bentley Systems stock.
Bentley Systems Chief Accounting Officer Thomas F. Trimback had 172 shares of Class B Common Stock withheld at $34.76 per share to cover taxes due on the vesting of previously granted equity awards. After this tax-withholding disposition, he directly holds 19,334 Class B shares.
This was not an open-market sale but a routine share withholding to satisfy tax obligations triggered by vesting.
Bentley Systems Inc: The Vanguard Group filed Amendment No. 5 to a Schedule 13G/A reporting that, after an internal realignment, it beneficially owns 0 shares (0%) of Bentley Systems Inc Common Stock as of the filing. The filing states certain Vanguard subsidiaries now report ownership separately in reliance on SEC Release No. 34-39538 and that Vanguard no longer is deemed to beneficially own securities reported by those subsidiaries.