Dynatrace Inc
For the period ended Mar 31, 2024. Filed May 23, 2024.
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FY2024 · Filed May 23, 2024
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Item 9B. Other Information
During the three months ended March 31, 2024, none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Exchange Act)adopted, modified orterminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act), except as described below. The trading arrangements described below are both intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
On February 15, 2024, Jim Benson, Executive Vice President, Chief Financial Officer and Treasurer, terminated a Rule 10b5-1 trading arrangement that he previously adopted with respect to the sale of 62,993 shares of the Company’s common stock issuable to him upon vesting of time-based restricted stock units. Mr. Benson’s trading arrangement was adopted on August 16, 2023 and was scheduled to expire on September 30, 2024 (or earlier, if all transactions under the trading arrangement were completed). As of the date of termination of his trading arrangement, Mr. Benson sold 35,996 shares under its terms. Proceeds from sales under Mr. Benson’s trading arrangement were used to cover taxes, including applicable withholding taxes at the time of vesting, in accordance with the Company’s mandatory sell to cover policy. Mr. Benson terminated the trading arrangement in connection with the Company’s adoption of net settlement for restricted stock units for its officers (as defined in Rule 16a-1(f) of the Exchange Act), pursuant to which the Company now withholds shares to cover applicable withholding taxes at the time of vesting.
On March 1, 2024, Stephen Lifshatz, adirector of the Company, adopted a Rule 10b5-1 trading arrangement that contemplates the sale of up to 10,000 shares of the Company’s common stock. The duration of the trading arrangement is from June 5, 2024 through June 30, 2025 (or earlier, if all transactions under the trading arrangement are completed).
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