Form: 4

Statement of changes in beneficial ownership of securities

July 16, 2025

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Rowland Stephen Eric

(Last) (First) (Middle)
C/O DYNATRACE, INC.
280 CONGRESS STREET, 11TH FLOOR

(Street)
BOSTON MA 02210

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/15/2025
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
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(1) 16,459(2) D
Common Stock 07/15/2025 M 431 A (3) 16,890 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
Restricted Stock Units (3) (4) (3) Common Stock 431 431 D
Restricted Stock Units (3) (5) (3) Common Stock 3,981 3,981 D
Restricted Stock Units (3) 07/15/2025 M 431 (4) (3) Common Stock 431 $0 0 D
Explanation of Responses:
1. This Form 4 reports the moving of unvested time-based restricted stock units ("RSUs") previously reported in Table I to Table II in addition to the transactions reflected herein.
2. Reflects a decrease of 4,412 shares of the Issuer's Common Stock representing unvested RSUs that were previously reported in Table I and are being reported in Table II of this Form 4 as derivative securities.
3. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock. The RSUs do not expire. They either vest or are cancelled prior to the vesting date.
4. As previously reported on July 19, 2021, these RSUs were granted on July 15, 2021. 25% of the RSUs granted vested on July 15, 2022 and the balance of the RSUs vested in equal quarterly installments thereafter until fully vested on July 15, 2025.
5. As previously reported on August 27, 2024, these RSUs were granted on August 23, 2024. 100% of the RSUs granted will vest on the earlier of the one year anniversary of the date of grant (August 23, 2025) or the date of the Issuer's 2025 Annual Meeting of Stockholders (currently scheduled to be held on August 20, 2025), subject to the Reporting Person's continued service as a director of the Issuer on the applicable vesting date.
Remarks:
/s/ Marc Gold, by power of attorney 07/16/2025
** 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).

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