SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person*
Shaman David R.

(Last) (First) (Middle)
C/O BENTLEY SYSTEMS, INCORPORATED
685 STOCKTON DRIVE

(Street)
EXTON PA 19341

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/23/2020
3. Issuer Name and Ticker or Trading Symbol
BENTLEY SYSTEMS INC [ BSY ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Legal Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Common Stock 1,036,477(1) D
Class B Common Stock 32,635 I By 401(k) Plan
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to Buy) (2) 05/10/2021 Class B Common Stock 51,418 3.73 D
Stock Options (Right to Buy) (2) 05/10/2021 Class B Common Stock 54,582 3.73 D
Stock Options (Right to Buy) (3) 02/28/2022 Class B Common Stock 113,610 3.88 D
Stock Options (Right to Buy) (4) 05/28/2023 Class B Common Stock 104,000 5.305 D
Explanation of Responses:
1. Includes 16,526 restricted shares of Class B Common Stock of the Issuer ("Class B Common Stock") and 658,113 shares of Class B Common Stock issuable under the Issuer's deferred compensation plan.
2. These options are fully vested.
3. Reflects options that vest in four equal annual installments beginning on March 1, 2018.
4. Reflects options that vest in four equal annual installments beginning on May 29, 2019.
Remarks:
Exhibit List: Exhibit 24 - Power of Attorney.
/s/ Michael T. Fischette, as Attorney-in-Fact 09/23/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.