Statement of Changes in Beneficial Ownership (4)
February 03 2023 - 06:06PM
Edgar (US Regulatory)
FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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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 * Pace
Stephen J. |
2. Issuer Name and Ticker or Trading
Symbol Dynatrace, Inc. [ DT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
Chief Revenue Officer |
(Last)
(First)
(Middle)
C/O DYNATRACE, INC., 1601 TRAPELO ROAD, SUITE 116 |
3. Date of Earliest Transaction (MM/DD/YYYY)
2/3/2023
|
(Street)
WALTHAM, MA 02451
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
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 Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
Amount |
(A) or (D) |
Price |
Common Stock |
2/3/2023 |
|
S(1) |
|
2730 |
D |
$45.7477 (2) |
130360 (3) |
D |
|
Common Stock |
2/3/2023 |
|
S(1) |
|
5120 |
D |
$46.2859 (4) |
125240 |
D |
|
Common Stock |
2/3/2023 |
|
M(5) |
|
39530 |
A |
$16 |
164770 |
D |
|
Common Stock |
2/3/2023 |
|
S(5) |
|
11149 |
D |
$45.7068 (6) |
153621 |
D |
|
Common Stock |
2/3/2023 |
|
S(5) |
|
28381 |
D |
$46.2706 (7) |
125240 |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
7. Title and Amount of Securities Underlying
Derivative Security
(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) |
Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Stock Option (Right to Buy) |
$16.0 |
2/3/2023 |
|
M (5) |
|
|
39530 |
(8) |
7/31/2029 |
Common Stock |
39530.0 |
$0 |
47436 |
D |
|
Explanation of
Responses: |
(1) |
This sale was effected
pursuant to a Rule 10b5-1 trading plan adopted by the reporting
person on December 14, 2022. |
(2) |
The price reported in Column
4 represents a weighted average price. The shares were sold in
multiple transactions at prices ranging from $45.03 to $46.02,
inclusive. The reporting person undertakes to provide to the
issuer, any security holder of the issuer, or the staff of the
Securities and Exchange Commission, upon request, full information
regarding the number of shares sold at each separate
price. |
(3) |
The number of securities
reported reflects the acquisition on December 5, 2022 of 1 share of
Dynatrace, Inc. common stock pursuant to the Dynatrace Inc.
Employee Stock Purchase Plan ("ESPP") for the ESPP offering period
of May 31, 2022 through December 5, 2022. |
(4) |
The price reported in Column
4 represents a weighted average price. The shares were sold in
multiple transactions at prices ranging from $46.075 to $46.70,
inclusive. The reporting person undertakes to provide to the
issuer, any security holder of the issuer, or the staff of the
Securities and Exchange Commission, upon request, full information
regarding the number of shares sold at each separate
price. |
(5) |
This exercise and sale was
effected pursuant to a Rule 10b5-1 trading plan adopted by the
reporting person on December 14, 2022. |
(6) |
The price reported in Column
4 represents a weighted average price. The shares were sold in
multiple transactions at prices ranging from $45.00 to $45.99,
inclusive. The reporting person undertakes to provide to the
issuer, any security holder of the issuer, or the staff of the
Securities and Exchange Commission, upon request, full information
regarding the number of shares sold at each separate
price. |
(7) |
The price reported in Column
4 represents a weighted average price. The shares were sold in
multiple transactions at prices ranging from $46.00 to $46.81,
inclusive. The reporting person undertakes to provide to the
issuer, any security holder of the issuer, or the staff of the
Securities and Exchange Commission, upon request, full information
regarding the number of shares sold at each separate
price. |
(8) |
Stock options granted on
July 31, 2019, 25% of which vested on August 15, 2020, with the
remainder vesting in 12 equal quarterly installments
thereafter. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
Pace Stephen J.
C/O DYNATRACE, INC.
1601 TRAPELO ROAD, SUITE 116
WALTHAM, MA 02451 |
|
|
Chief Revenue Officer |
|
Signatures
|
/s/ Anne-Celine-Woelk, by power of
attorney |
|
2/3/2023 |
**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 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). |
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 control number. |
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