v3.26.1
Stock-Based Compensation
 6 Months Ended
Jun. 30, 2026
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
Total stock‑based compensation expense consists of the following:
Three Months EndedSix Months Ended
June 30,June 30,
2026202520262025
RSUs expense
$19,417 $16,495 $36,799 $31,442 
Bonus Plan expense (see Note 11)
1,668 1,828 3,812 3,652 
ESPP expense (see Note 13)
988 670 1,654 1,301 
Stock grants expense675 600 675 600 
Total stock-based compensation expense (1)
$22,748 $19,593 $42,940 $36,995 
(1)As of June 30, 2026 and December 31, 2025, $2,047 and $1,814 remained in Accruals and other current liabilities in the consolidated balance sheets, respectively.
Total stock‑based compensation expense is included in the consolidated statements of operations as follows:
Three Months EndedSix Months Ended
June 30,June 30,
2026202520262025
Cost of subscriptions and licenses$896 $918 $2,115 $2,050 
Cost of services492 587 1,204 1,308 
Research and development6,479 5,854 13,097 11,053 
Selling and marketing5,024 4,206 9,012 7,963 
General and administrative9,857 8,028 17,512 14,621 
Total stock-based compensation expense$22,748 $19,593 $42,940 $36,995 
Stock‑based compensation expense is measured at the grant date fair value of the award and is recognized ratably over the requisite service period, which is generally the vesting period. Specifically for performance‑based RSUs, stock‑based compensation expense is measured at the grant date fair value of the award and is recognized ratably over the requisite service period based on the number of awards expected to vest at each reporting date. The Company accounts for forfeitures of equity awards as those forfeitures occur.
Bentley Systems, Incorporated 2020 Omnibus Incentive Plan
The Company’s 2020 Plan provides for the granting of stock, stock options, restricted stock, RSUs, and other stock‑based or performance‑based awards to certain directors, officers, colleagues, consultants, and advisors of the Company, and terminates in September 2030. The 2020 Plan provides that 25,000,000 shares of Class B common stock may be issued for equity awards. Equity awards that are expired, canceled, forfeited, or terminated for any reason will be available for future grant under the 2020 Plan. As of June 30, 2026, equity awards available for future grants under the 2020 Plan were 16,303,754.
Restricted Stock and RSUs
Under the 2020 Plan, the Company may grant both time‑based and performance‑based shares of restricted Class B common stock and RSUs to eligible colleagues. Time‑based awards generally vest ratably on each of the first four anniversaries of the grant date. Performance‑based awards vesting is determined by the achievement of certain business growth targets established by the Sustainability Committee of the Company’s Board of Directors. Performance targets are generally set for performance periods of one year to three years, which are subject to certain cliff vesting performance targets.
The following is a summary of unvested RSUs activity and related information:
Time-Performance-
BasedBased
WeightedWeighted
AverageAverage
Time-Performance-Grant DateGrant Date
TotalBasedBasedFair ValueFair Value
RSUsRSUsRSUsPer SharePer Share
Unvested, December 31, 20253,408,609 3,163,771 244,838 $43.96 $42.10 
Granted2,478,586 1,934,288 544,298 $35.90 $39.67 
Vested(1,006,254)(795,333)(210,921)$42.23 $40.21 
Forfeited and canceled(137,804)(137,421)(383)$42.65 $40.11 
Unvested, June 30, 20264,743,137 4,165,305 
(1)
577,832 $40.59 $40.50 
(1)Includes 51,683 RSUs which are expected to be settled in cash.
The weighted average grant date fair values of RSUs granted were $36.73 and $40.54 for the six months ended June 30, 2026 and 2025, respectively.
During the six months ended June 30, 2026 and 2025, RSUs were issued net of 168,613 and 276,569 shares, respectively, which were sold back to the Company to settle applicable income tax withholdings of $6,406 and $12,543, respectively.
As of June 30, 2026, there was $130,595 of unrecognized compensation expense related to unvested time‑based RSUs, which is expected to be recognized over a weighted average period of approximately 2.0 years. As of June 30, 2026, there was $18,178 of unrecognized compensation expense related to unvested performance‑based RSUs, which is expected to be recognized over a weighted average period of approximately 1.5 years.
Stock Grants
During the six months ended June 30, 2026 and 2025, the Company granted 20,247 and 12,591 fully vested shares of Class B common stock, respectively, with a fair value of $675 and $600, respectively.