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BENTLEY SYSTEMS INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and BENTLEY SYSTEMS INC.’s Form 8-K, filed May 28, 2024 (Item 5.07 on EDGAR). Page generated October 25, 2026.

  • 9Ballot items
  • 389Asset managers
  • 3,590Fund votes
  • May 23, 2024Meeting date

Results at a glance

Meeting of May 23, 2024: 9 items on BENTLEY SYSTEMS INC.’s Form 8-K, filed May 28, 2024: 9 without a stated outcome.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025 2025-2026

Explore BENTLEY SYSTEMS INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by BENTLEY SYSTEMS INC.

These tallies are BENTLEY SYSTEMS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 28, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

BENTLEY SYSTEMS INC. — official shareholder meeting results, meeting held May 23, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Gregory S. Bentley 548,001,188---- 27,703,75112,127,457 95%Not verified—
Elect Director: Keith A. Bentley 542,352,109---- 33,352,83012,127,457 94%Not verified—
Elect Director: Barry J. Bentley, Ph.D. 542,368,196---- 33,336,74312,127,457 94%Not verified—
Elect Director: Raymond B. Bentley 542,191,313---- 33,513,62612,127,457 94%Not verified—
Elect Director: Kirk B. Griswold 506,267,296---- 69,437,64312,127,457 88%Not verified—
Elect Director: Janet B. Haugen 545,544,935---- 30,160,00412,127,457 95%Not verified—
Elect Director: Brian F. Hughes 542,017,280---- 33,687,65912,127,457 94%Not verified—
2. Advisory (Non-Binding) Vote to Approve the Compensation of the Company's Named Executive Officers 563,341,18112,180,000183,758 --12,127,457 98%Not verified—
3. Ratification of Independent Registered Public Accounting Firm 583,257,4854,344,821230,090 ---- 99.2%Not verified—

This meeting is also recorded here as May 24, 2024; both records come from the same filing, so the date should be checked against it.

Source: BENTLEY SYSTEMS INC., Form 8-K, filed with the SEC on May 28, 2024 — read the filing on EDGAR.

How asset managers voted at the BENTLEY SYSTEMS INC. 2023-2024 meeting

Each item below shows how the 389 asset managers that disclosed a BENTLEY SYSTEMS INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.

1. Elect Director: Barry J. Bentley, Ph.D.

Outcome not verifiedFund totals may overlapDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 542,368,196WITHHELD: 33,336,743
Details: description as filed, official tally, votes by 92 asset managers

Description as filed by funds: Election of Directors: Barry J. Bentley

BENTLEY SYSTEMS INC.’s own tally for this item (“Elect Director: Barry J. Bentley, Ph.D.”): 542,368,196 for, 33,336,743 withheld, per its Form 8-K filed May 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 94% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 90 asset managers voting on “Election of Directors: Barry J. Bentley” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard22,481,7530 00For
Fidelity3,602,9850 00For
Virtus3,439,7790 056,034For
BlackRock3,150,7670 00For
Artisan00 01,992,310Withhold
Charles Schwab1,425,7990 00For
TIAA784,4110 00For
Capital Group687,4780 00For
Baird00 0681,017Withhold
Bridge Builder Trust46,6650 0512,519Mixed
Jackson National356,0240 0160,170Mixed
TRUST FOR PROFESSIONAL MANAGERS460,2250 040,180Mixed
AB SUSTAINABLE GLOBAL THEMATIC FUND, INC.00 0432,632Withhold
AMG FUNDS00 0381,500Withhold
Legg Mason330,5000 00For
Principal00 0313,950Withhold
Janus Detroit Street Trust00 0203,191Withhold
WisdomTree00 0199,581Withhold
Six Circles Trust183,9090 00For
Brown Advisory Funds00 0173,203Withhold
T. Rowe Price00 0170,638Withhold
Thornburg00 0158,118Withhold
Dimensional00 0157,905Withhold
JPMorgan157,2700 00For
Voya00 0143,651Withhold

Fund voting reports, all 90 managers: 37,616,342 for, 6,670,232 withheld, 39,909 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 2 asset managers voting on “Election of Directors: Barry J. Bentley” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
TimesSquare Capital Management, LLC00 0894,211Withhold
Boltwood Capital Management1430 00For

Institutional-manager reports, all 2 managers: 143 for, 894,211 withheld.

2. Elect Director: Gregory S. Bentley

Outcome not verifiedFund totals may overlapDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 548,001,188WITHHELD: 27,703,751
Details: description as filed, official tally, votes by 92 asset managers

Description as filed by funds: Election of Directors: Gregory S. Bentley

BENTLEY SYSTEMS INC.’s own tally for this item (“Elect Director: Gregory S. Bentley”): 548,001,188 for, 27,703,751 withheld, per its Form 8-K filed May 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 90 asset managers voting on “Election of Directors: Gregory S. Bentley” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard22,481,7530 00For
Fidelity3,602,9850 00For
Virtus3,439,7790 056,034For
BlackRock3,150,7670 00For
Artisan00 01,992,310Withhold
Charles Schwab1,425,7990 00For
TIAA784,4110 00For
Capital Group687,4780 00For
Baird00 0681,017Withhold
Bridge Builder Trust46,6650 0512,519Mixed
Jackson National360,4630 0155,731Mixed
TRUST FOR PROFESSIONAL MANAGERS460,2250 040,180Mixed
AB SUSTAINABLE GLOBAL THEMATIC FUND, INC.432,6320 00For
AMG FUNDS00 0381,500Withhold
Legg Mason330,5000 00For
Principal00 0313,950Withhold
Janus Detroit Street Trust00 0203,191Withhold
WisdomTree00 0199,581Withhold
Six Circles Trust183,9090 00For
Brown Advisory Funds00 0173,203Withhold
T. Rowe Price00 0170,638Withhold
Thornburg00 0158,118Withhold
Dimensional00 0157,905Withhold
JPMorgan157,2700 00For
Voya00 0143,651Withhold

Fund voting reports, all 90 managers: 38,262,395 for, 6,024,179 withheld, 39,909 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 2 asset managers voting on “Election of Directors: Gregory S. Bentley” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
TimesSquare Capital Management, LLC00 0894,211Withhold
Boltwood Capital Management1430 00For

Institutional-manager reports, all 2 managers: 143 for, 894,211 withheld.

3. Elect Director: Keith A. Bentley

Outcome not verifiedFund totals may overlapDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 542,352,109WITHHELD: 33,352,830
Details: description as filed, official tally, votes by 92 asset managers

Description as filed by funds: Election of Directors: Keith A. Bentley

BENTLEY SYSTEMS INC.’s own tally for this item (“Elect Director: Keith A. Bentley”): 542,352,109 for, 33,352,830 withheld, per its Form 8-K filed May 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 94% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 90 asset managers voting on “Election of Directors: Keith A. Bentley” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard22,481,7530 00For
Fidelity3,602,9850 00For
Virtus3,439,7790 056,034For
BlackRock3,150,7670 00For
Artisan00 01,992,310Withhold
Charles Schwab1,425,7990 00For
TIAA784,4110 00For
Capital Group687,4780 00For
Baird00 0681,017Withhold
Bridge Builder Trust46,6650 0512,519Mixed
Jackson National356,0240 0160,170Mixed
TRUST FOR PROFESSIONAL MANAGERS460,2250 040,180Mixed
AB SUSTAINABLE GLOBAL THEMATIC FUND, INC.00 0432,632Withhold
AMG FUNDS00 0381,500Withhold
Legg Mason330,5000 00For
Principal00 0313,950Withhold
Janus Detroit Street Trust00 0203,191Withhold
WisdomTree00 0199,581Withhold
Six Circles Trust183,9090 00For
Brown Advisory Funds00 0173,203Withhold
T. Rowe Price00 0170,638Withhold
Thornburg00 0158,118Withhold
Dimensional00 0157,905Withhold
JPMorgan157,2700 00For
Voya00 0143,651Withhold

Fund voting reports, all 90 managers: 37,616,342 for, 6,670,232 withheld, 39,909 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 2 asset managers voting on “Election of Directors: Keith A. Bentley” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
TimesSquare Capital Management, LLC00 0894,211Withhold
Boltwood Capital Management1430 00For

Institutional-manager reports, all 2 managers: 143 for, 894,211 withheld.

4. Elect Director: Raymond B. Bentley

Outcome not verifiedFund totals may overlapDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 542,191,313WITHHELD: 33,513,626
Details: description as filed, official tally, votes by 92 asset managers

Description as filed by funds: Election of Directors: Raymond B. Bentley

BENTLEY SYSTEMS INC.’s own tally for this item (“Elect Director: Raymond B. Bentley”): 542,191,313 for, 33,513,626 withheld, per its Form 8-K filed May 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 94% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 90 asset managers voting on “Election of Directors: Raymond B. Bentley” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard22,481,7530 00For
Fidelity3,602,9850 00For
Virtus3,439,7790 056,034For
BlackRock3,150,7670 00For
Artisan00 01,992,310Withhold
Charles Schwab1,425,7990 00For
TIAA784,4110 00For
Capital Group687,4780 00For
Baird00 0681,017Withhold
Bridge Builder Trust46,6650 0512,519Mixed
Jackson National356,0240 0160,170Mixed
TRUST FOR PROFESSIONAL MANAGERS460,2250 040,180Mixed
AB SUSTAINABLE GLOBAL THEMATIC FUND, INC.00 0432,632Withhold
AMG FUNDS00 0381,500Withhold
Legg Mason330,5000 00For
Principal00 0313,950Withhold
Janus Detroit Street Trust00 0203,191Withhold
WisdomTree00 0199,581Withhold
Six Circles Trust183,9090 00For
Brown Advisory Funds00 0173,203Withhold
T. Rowe Price00 0170,638Withhold
Thornburg00 0158,118Withhold
Dimensional00 0157,905Withhold
JPMorgan157,2700 00For
Voya00 0143,651Withhold

Fund voting reports, all 90 managers: 37,616,342 for, 6,670,232 withheld, 39,909 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 2 asset managers voting on “Election of Directors: Raymond B. Bentley” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
TimesSquare Capital Management, LLC00 0894,211Withhold
Boltwood Capital Management1430 00For

Institutional-manager reports, all 2 managers: 143 for, 894,211 withheld.

5. Elect Director: Kirk B. Griswold

Outcome not verifiedFund totals may overlapDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

88% Majority: yes · of votes cast

FOR 88%
FOR: 506,267,296WITHHELD: 69,437,643
Details: description as filed, official tally, votes by 92 asset managers

Description as filed by funds: Election of Directors: Kirk B. Griswold

BENTLEY SYSTEMS INC.’s own tally for this item (“Elect Director: Kirk B. Griswold”): 506,267,296 for, 69,437,643 withheld, per its Form 8-K filed May 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 88% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 90 asset managers voting on “Election of Directors: Kirk B. Griswold” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard550,0000 021,931,753Withhold
Fidelity00 03,602,985Withhold
Virtus3,439,7790 056,034For
BlackRock00 03,150,767Withhold
Artisan1,992,3100 00For
Charles Schwab00 01,425,799Withhold
TIAA784,4110 00For
Capital Group687,4780 00For
Baird00 0681,017Withhold
Bridge Builder Trust468,1240 091,060Mixed
Jackson National356,0240 0160,170Mixed
TRUST FOR PROFESSIONAL MANAGERS460,2250 040,180Mixed
AB SUSTAINABLE GLOBAL THEMATIC FUND, INC.00 0432,632Withhold
AMG FUNDS00 0381,500Withhold
Legg Mason330,5000 00For
Principal00 0313,950Withhold
Janus Detroit Street Trust00 0203,191Withhold
WisdomTree00 0199,581Withhold
Six Circles Trust00 0183,909Withhold
Brown Advisory Funds00 0173,203Withhold
T. Rowe Price00 0170,638Withhold
Thornburg00 0158,118Withhold
Dimensional00 0157,905Withhold
JPMorgan157,2700 00For
Voya00 0143,651Withhold

Fund voting reports, all 90 managers: 9,523,163 for, 34,763,411 withheld, 39,909 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 2 asset managers voting on “Election of Directors: Kirk B. Griswold” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
TimesSquare Capital Management, LLC00 0894,211Withhold
Boltwood Capital Management1430 00For

Institutional-manager reports, all 2 managers: 143 for, 894,211 withheld.

6. Elect Director: Janet B. Haugen

Outcome not verifiedFund totals may overlapDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 545,544,935WITHHELD: 30,160,004
Details: description as filed, official tally, votes by 92 asset managers

Description as filed by funds: Election of Directors: Janet B. Haugen

BENTLEY SYSTEMS INC.’s own tally for this item (“Elect Director: Janet B. Haugen”): 545,544,935 for, 30,160,004 withheld, per its Form 8-K filed May 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 90 asset managers voting on “Election of Directors: Janet B. Haugen” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard22,481,7530 00For
Fidelity3,602,9850 00For
Virtus3,439,7790 056,034For
BlackRock3,150,7670 00For
Artisan1,992,3100 00For
Charles Schwab00 01,425,799Withhold
TIAA00 0784,411Withhold
Capital Group687,4780 00For
Baird00 0681,017Withhold
Bridge Builder Trust514,7890 044,395Mixed
Jackson National356,0240 0160,170Mixed
TRUST FOR PROFESSIONAL MANAGERS460,2250 040,180Mixed
AB SUSTAINABLE GLOBAL THEMATIC FUND, INC.00 0432,632Withhold
AMG FUNDS381,5000 00For
Legg Mason330,5000 00For
Principal00 0313,950Withhold
Janus Detroit Street Trust00 0203,191Withhold
WisdomTree00 0199,581Withhold
Six Circles Trust183,9090 00For
Brown Advisory Funds00 0173,203Withhold
T. Rowe Price00 0170,638Withhold
Thornburg00 0158,118Withhold
Dimensional00 0157,905Withhold
JPMorgan157,2700 00For
Voya00 0143,651Withhold

Fund voting reports, all 90 managers: 38,250,738 for, 6,034,072 withheld, 41,673 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 2 asset managers voting on “Election of Directors: Janet B. Haugen” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
TimesSquare Capital Management, LLC889,5410 04,670For
Boltwood Capital Management1430 00For

Institutional-manager reports, all 2 managers: 889,684 for, 4,670 withheld.

7. Elect Director: Brian F. Hughes

Outcome not verifiedFund totals may overlapDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 542,017,280WITHHELD: 33,687,659
Details: description as filed, official tally, votes by 92 asset managers

Description as filed by funds: Election of Directors: Brian F. Hughes

BENTLEY SYSTEMS INC.’s own tally for this item (“Elect Director: Brian F. Hughes”): 542,017,280 for, 33,687,659 withheld, per its Form 8-K filed May 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 94% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 90 asset managers voting on “Election of Directors: Brian F. Hughes” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard22,481,7530 00For
Fidelity3,385,1460 0217,839Mixed
Virtus3,439,7790 056,034For
BlackRock00 03,150,767Withhold
Artisan1,992,3100 00For
Charles Schwab1,425,7990 00For
TIAA784,4110 00For
Capital Group687,4780 00For
Baird00 0681,017Withhold
Bridge Builder Trust468,1240 091,060Mixed
Jackson National356,0240 0160,170Mixed
TRUST FOR PROFESSIONAL MANAGERS460,2250 040,180Mixed
AB SUSTAINABLE GLOBAL THEMATIC FUND, INC.00 0432,632Withhold
AMG FUNDS381,5000 00For
Legg Mason330,5000 00For
Principal00 0313,950Withhold
Janus Detroit Street Trust00 0203,191Withhold
WisdomTree00 0199,581Withhold
Six Circles Trust00 0183,909Withhold
Brown Advisory Funds00 0173,203Withhold
T. Rowe Price00 0170,638Withhold
Thornburg00 0158,118Withhold
Dimensional00 0157,905Withhold
JPMorgan157,2700 00For
Voya00 0143,651Withhold

Fund voting reports, all 90 managers: 36,798,377 for, 7,488,197 withheld, 39,909 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 2 asset managers voting on “Election of Directors: Brian F. Hughes” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
TimesSquare Capital Management, LLC889,5410 04,670For
Boltwood Capital Management1430 00For

Institutional-manager reports, all 2 managers: 889,684 for, 4,670 withheld.

8. 2. Advisory (Non-Binding) Vote to Approve the Compensation of the Company's Named Executive Officers

Outcome not verifiedFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Not verified

Combines 14 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 563,341,181AGAINST: 12,180,000
Details: description as filed, official tally, votes by 389 asset managers

Description as filed by funds: To approve, on an advisory (non-binding) basis, the compensation paid to the Company's named executive officers

BENTLEY SYSTEMS INC.’s own tally for this item (“2. Advisory (Non-Binding) Vote to Approve the Compensation of the Company's Named Executive Officers”): 563,341,181 for, 12,180,000 against, per its Form 8-K filed May 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 90 asset managers voting on “To approve, on an advisory (non-binding) basis, the compensation paid to the Company's named executive officer” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard22,481,7530 00For
Artisan06,372,581 00Against
Fidelity3,602,9850 00For
Virtus3,495,8130 00For
BlackRock3,150,7670 00For
Charles Schwab1,425,7990 00For
TIAA784,4110 00For
Capital Group687,4780 00For
Baird681,0170 00For
Bridge Builder Trust91,060468,124 00Mixed
Jackson National368,290147,904 00Mixed
TRUST FOR PROFESSIONAL MANAGERS495,1565,249 00For
AB SUSTAINABLE GLOBAL THEMATIC FUND, INC.432,6320 00For
AMG FUNDS381,5000 00For
Legg Mason330,5000 00For
Principal313,9500 00For
Janus Detroit Street Trust203,1910 00For
WisdomTree0199,581 00Against
Six Circles Trust183,9090 00For
Brown Advisory Funds173,2030 00For
T. Rowe Price38,232132,406 00Mixed
Thornburg158,1180 00For
Dimensional157,9050 00For
JPMorgan157,2700 00For
Voya143,6510 00For

Fund voting reports, all 90 managers: 41,261,441 for, 7,433,524 against, 11,789 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 320 asset managers voting on “To approve, on an advisory (non-binding) basis, the compensation paid to the Company's named executive officer” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC10,935,0420 00For
BlackRock5,311,33418,024 00For
GEODE CAPITAL MANAGEMENT, LLC3,834,3900 00For
State Street3,174,187598 00For
PICTET ASSET MANAGEMENT SA3,095,9350 00For
AllianceBernstein2,853,2660 00For
Charles Schwab1,449,1110 00For
RAYMOND JAMES & ASSOCIATES1,192,9740 00For
Northern Trust1,163,422905 00For
Clearbridge Investments, LLC940,1240 00For
AXA INVESTMENT MANAGERS UK Ltd0932,707 00Against
TimesSquare Capital Management, LLC889,5414,670 00For
Bridgewater850,1500 00For
Nuveen797,7280 00For
Swedbank Robur Fonder AB0745,223 00Against
ENVESTNET ASSET MANAGEMENT INC695,1490 00For
Capital Research Global Investors687,4780 00For
UBS0669,872 00Against
Legal & General Investment Management Ltd0567,979 00Against
NEW YORK STATE COMMON RETIREMENT FUND514,9040 00For
BROWN ADVISORY INC503,0111,085 00For
STIFEL NICOLAUS & CO INC \MO\452,9280 00For
RBC Capital Markets, LLC452,1460 00For
Neuberger Berman418,2200 00For
T. Rowe Price182,332226,560 00Mixed

Institutional-manager reports, all 320 managers: 48,763,337 for, 5,780,131 against, 66 not voted, 6,038 unknown. Showing the 25 largest; see all in the interactive database.

9. 3. Ratification of Independent Registered Public Accounting Firm

Outcome not verifiedFund totals may overlapAUDIT-RELATEDReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%
FOR: 583,257,485AGAINST: 4,344,821
Details: description as filed, official tally, votes by 91 asset managers

Description as filed by funds: To ratify the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024

BENTLEY SYSTEMS INC.’s own tally for this item (“3. Ratification of Independent Registered Public Accounting Firm”): 583,257,485 for, 4,344,821 against, per its Form 8-K filed May 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 89 asset managers voting on “To ratify the appointment of KPMG LLP as the Company's independent registered public accounting firm for the f” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard22,481,7530 00For
Fidelity3,602,9850 00For
Virtus3,495,8130 00For
BlackRock3,150,7670 00For
Artisan1,992,3100 00For
Charles Schwab1,425,7990 00For
TIAA784,4110 00For
Capital Group687,4780 00For
Baird681,0170 00For
Bridge Builder Trust559,1840 00For
Jackson National516,1940 00For
TRUST FOR PROFESSIONAL MANAGERS500,4050 00For
AB SUSTAINABLE GLOBAL THEMATIC FUND, INC.432,6320 00For
AMG FUNDS381,5000 00For
Legg Mason330,5000 00For
Principal313,9500 00For
Janus Detroit Street Trust203,1910 00For
WisdomTree199,5810 00For
Six Circles Trust183,9090 00For
Brown Advisory Funds173,2030 00For
T. Rowe Price170,6380 00For
Thornburg158,1180 00For
Dimensional157,9050 00For
JPMorgan157,2700 00For
Voya143,6510 00For

Fund voting reports, all 89 managers: 44,288,467 for, 8,841 against, 10,780 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 2 asset managers voting on “To ratify the appointment of KPMG LLP as the Company's independent registered public accounting firm for the f” at BENTLEY SYSTEMS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
TimesSquare Capital Management, LLC894,2110 00For
Boltwood Capital Management1430 00For

Institutional-manager reports, all 2 managers: 894,354 for.

Largest BENTLEY SYSTEMS INC. shareholders voting in 2023-2024

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 314,295,102 shares outstanding at the time of that meeting.

Fund voting reports: top BENTLEY SYSTEMS INC. shareholders by shares voted on “To approve, on an advisory (non-binding) basis, the compensation paid to the Company's named…”, 2023-2024
#Asset manager % of shares outstanding
1Vanguard 7.15%
2Artisan 2.03%
3Fidelity 1.15%
4Virtus 1.11%
5BlackRock 1.00%
6Charles Schwab 0.45%
7TIAA 0.25%
8Capital Group 0.22%
9Baird 0.22%
10Bridge Builder Trust 0.18%
Institutional-manager reports: top BENTLEY SYSTEMS INC. shareholders by shares voted on “To approve, on an advisory (non-binding) basis, the compensation paid to the Company's named…”, 2023-2024
#Asset manager % of shares outstanding
1KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC 3.48%
2BlackRock 1.70%
3GEODE CAPITAL MANAGEMENT, LLC 1.22%
4State Street 1.01%
5PICTET ASSET MANAGEMENT SA 0.99%
6AllianceBernstein 0.91%
7Charles Schwab 0.46%
8RAYMOND JAMES & ASSOCIATES 0.38%
9Northern Trust 0.37%
10Clearbridge Investments, LLC 0.30%

Reported BENTLEY SYSTEMS INC. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

BENTLEY SYSTEMS INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
Corinne Patricia Bentley 11.19% 13G
Marie Therese Verdugo Bentley 9.09% 13G
Vanguard Group 5.92% 13F
BlackRock 5.87% 13F
Joseph P. Logan 4.67% DEF14A
Morgan Stanley 1.42% 13F
State Street 1.34% 13F
Geode Capital 1.23% 13F
Barry J. Bentley 1.06% DEF14A
Keith A. Bentley 1.06% DEF14A

Percentages above are of 314,295,102 shares outstanding, as reported by BENTLEY SYSTEMS INC. on its Form 10-Q dated March 31, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from BENTLEY SYSTEMS INC.’s 10-Q dated March 31, 2024. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.

At BENTLEY SYSTEMS INC.'s shareholder meeting held May 23, 2024, in the 2023-2024 proxy season, 389 asset managers reported how they voted on 9 ballot items in their SEC Form N-PX filings, covering 3,590 separate fund positions. On the most widely held item on that ballot — To approve, on an advisory (non-binding) basis, the compensation paid to the Company's named… — FOR was 98% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: BENTLEY SYSTEMS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 28, 2024.

BENTLEY SYSTEMS INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

Download data (CSV): ballot items · votes by manager · column guide.