Form: 4

Statement of changes in beneficial ownership of securities

May 19, 2023

Documents

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP


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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OMB Number: 3235-0287
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Dollentz-Scharer Matthias
(Last) (First) (Middle)
C/O DYNATRACE, INC.
1601 TRAPELO ROAD, SUITE 116
(Street)
WALTHAM MA 02451
(City) (State) (Zip)
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 Customer Officer
3. Date of Earliest Transaction (Month/Day/Year)
05/17/2023
4. 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
Rule 10b5-1(c) Transaction Indication

  
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 05/17/2023 A(1) 3,924 A $0 72,703 D
Common Stock 05/17/2023 A(2) 22,916 A $0 95,619 D
Common Stock 05/17/2023 A(3) 4,044 A $0 99,663 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 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: 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
Explanation of Responses:
1. Represents shares earned upon the vesting of one-third of PSUs granted on May 15, 2021, following the Compensation Committee's certification of financial performance results for the fiscal year ended March 31, 2023. One-third of these PSUs previously vested in May 2022. The remaining one-third of these PSUs will vest on May 15, 2024, or if later, on the applicable certification date, subject to the achievement of financial performance results for the fiscal year ending on March 31, 2024. The PSUs were awarded under the Company's 2019 Equity Incentive Plan.
2. Represents shares earned under the PSUs granted on June 5, 2022, following the Compensation Committee's certification of financial performance results for the fiscal year ended March 31, 2023. These PSUs were awarded under the Company's 2019 Equity Incentive Plan; 33% of these PSUs will vest on June 5, 2023 and the remaining 67% will vest in equal quarterly installments over the subsequent two years, subject to continued employment.
3. Represents shares earned under the PSUs granted on August 15, 2022, following the Compensation Committee's certification of financial performance results for the fiscal year ended March 31, 2023. These PSUs were awarded under the Company's 2019 Equity Incentive Plan; 33% of these PSUs will vest on August 15, 2023 and the remaining 67% will vest in equal quarterly installments over the subsequent two years, subject to continued employment.
Remarks:
/s/ Anne-Celine Woelk, by power of attorney 05/19/2023
** 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 Number.