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BENTLEY SYSTEMS INC

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Business Summary

Bentley Systems is the infrastructure engineering software company, serving enterprises and professionals across the infrastructure lifecycle from design and construction to operation and maintenance. The company's users design, build, and operate infrastructure assets across four sectors: Public Works/Utilities, which represents approximately 59% of sector-attributable annualized recurring revenues (ARR); Resources, representing approximately 27% ; Industrial, representing approximately 9% ; and Commercial/Facilities, representing approximately 5% . The company provides software to nearly 42,000 accounts in 189 countries worldwide. Revenues are balanced between engineering and construction contracting firms (representing 52% , 51% , and 50% of 2025, 2024, and 2023 total revenues, respectively) and their clients, the world's public and private infrastructure asset owners and operators (representing 48% , 49% , and 50% of 2025, 2024, and 2023 total revenues, respectively).

The market for Bentley's software is highly competitive. Key competitors in Public Works/Utilities applications include Autodesk, Inc., Trimble Inc., and Hexagon AB . In Resources applications, key competitors include Hexagon AB and the AVEVA unit of Schneider Electric, as well as Dassault Systèmes, Datamine, Maptek, RMS, and Micromine in mining . In Industrial applications, key competitors include Hexagon AB and the AVEVA unit of Schneider Electric . In Commercial/Facilities applications, key competitors include Autodesk, Inc., Nemetschek SE, and Trimble Inc. . In project delivery systems, key competitors include Autodesk, Inc. and Oracle Corporation . In asset performance systems, key competitors include the AVEVA unit of Schneider Electric, Esri, and GE Vernova . The company believes it competes favorably through the comprehensiveness of its software offerings portfolio, commitment to integration and interoperability across the infrastructure lifecycle, flexible commercial models, and direct sales channels .

Bentley generates revenue from subscriptions, perpetual licenses, and services. Subscriptions revenues were $1,376,696 for the year ended December 31, 2025, representing 92% of total revenues. Perpetual licenses revenues were $46,180 for the year ended December 31, 2025. Services revenues were $78,903 for the year ended December 31, 2025. Total recurring revenues (subscriptions plus recurring services) represented 93% of total revenues in 2025. The company brings offerings to market primarily through direct sales channels, which generated approximately 94% of 2025 total revenues, while channel partners accounted for approximately 6% of 2025 total revenues. No account represented more than 2% of total revenues in 2025, 2024, or 2023.

Bentley's comprehensive portfolio of integrated software offerings comprises Bentley Open Applications, Seequent applications, Bentley Infrastructure Cloud, Bentley Asset Analytics, and the Cesium and iTwin Platform. Bentley Open Applications include open modeling applications such as MicroStation, OpenBridge, OpenBuildings, OpenFlows, OpenPlant, OpenRail, OpenRoads, OpenSite and OpenSite+, OpenTower, OpenTunnel, and OpenUtilities including OpenUtilities Substation+ . Open simulation applications include ADINA, AutoPIPE, MOSES, Power Line Systems (PLS), RAM, SACS, SPIDA, and STAAD . Seequent applications support modeling and simulation for geoprofessionals and include AGS, Central, Evo, GeoStudio, Imago, Leapfrog, MX Deposit, Oasis montaj, OpenGround, and PLAXIS . Bentley Infrastructure Cloud encompasses Connect, ProjectWise, SYNCHRO and SYNCHRO+, and AssetWise . Bentley Asset Analytics includes Bentley OpenPaths, Blyncsy, Bridge Monitoring, Dam Monitoring, LEGION, OpenTower iQ, Pointivo technologies, and Talon . The Cesium and iTwin Platform, augmented through the acquisition of Cesium in September 2024, enables users to create and curate cloud-native digital representations of physical infrastructure assets .

The company offers a variety of licensing and subscription options. For larger organizations, Enterprise 365 (E365) subscription is an all-inclusive global consumption-based plan providing access to the comprehensive portfolio with uniform pricing across all countries . E365 subscriptions require a Cloud Services Subscription (CSS) and are charged primarily based upon daily usage or elective subscriptions . A perpetual license is a one-time purchase with an annual maintenance subscription called SELECT, which includes 24/7 technical support, access to learning resources, and the ability to exchange licenses for other software once a year . The company also offers a 12-month named-user subscription including license, training, and knowledgeable engineering support procured through its e-store, Virtuosity . At the end of 2025, accounts representing approximately 60% of total ARR had chosen to implement commercial models eligible under CSS.

Since its founding, Bentley has pursued a strategy of acquiring and integrating specialized infrastructure engineering software businesses, including 8 acquisitions over the past three years. Platform acquisitions have included Seequent Holdings Limited (2021) and PLS (2022) . The company's average historical ARR growth rate from programmatic acquisitions over the past three years has been less than 1% measured on a constant currency basis. During the year ended December 31, 2025, the company repurchased 2,887,224 shares for $125,057 and $10,000 aggregate principal amount of outstanding 2026 Notes for $9,797 under the Repurchase Program. The company paid quarterly dividends of $0.07 per share of common stock during the year ended December 31, 2025, compared to $0.06 per share in 2024 and $0.05 per share in 2023.

Total revenues were $1,501,779 for the year ended December 31, 2025, up 11.0% or 10.1% on a constant currency basis compared to the prior year. Subscriptions revenues were $1,376,696 for the year ended December 31, 2025, up 12.5% or 11.7% on a constant currency basis compared to the prior year. ARR was $1,462,145 as of December 31, 2025, compared to $1,283,256 as of December 31, 2024. Constant currency ARR growth rate was 11.5% . Last twelve-month recurring revenues dollar-based net retention rate was 109% as of December 31, 2025, compared to 110% as of December 31, 2024. Operating income was $362,621 for the year ended December 31, 2025, compared to $302,150 for the prior year. Net income attributable to Bentley Systems was $277,861 for the year ended December 31, 2025, compared to $234,787 for the prior year. Diluted EPS was $0.85 for the year ended December 31, 2025, compared to $0.72 for the prior year. Cash flows from operating activities were $538,464 for the year ended December 31, 2025, compared to $435,292 for the prior year.

Business Outlook

The company's primary growth initiatives include accretion in enterprise accounts through the E365 subscription, which helps accounts implement, propagate, and upgrade offerings more quickly, encouraging greater consumption of software and stronger account relationships . The company intends to continue to expand the reach of E365 subscription within virtually all of its enterprise accounts . Another growth vector is accretion in small- and medium-sized businesses (SMBs), where new business from SMB accounts, including from hundreds of new logos each quarter, has become a substantial contributor to overall ARR growth . The company is encouraged to continue investment in its Virtuosity business and e-store, and development and deployment of a low touch and ultimately no touch digital experience will enable this business to further scale and align with the market potential .

The third primary growth initiative involves further expansion into asset operations and maintenance, leveraging digital twin opportunities to be incrementally monetized through cloud subscriptions charged per asset . The Bentley Asset Analytics portfolio leverages digital twin and AI capabilities to generate discrete and actionable insights of existing infrastructure assets . The company believes that helping infrastructure organizations deploy AI across the lifecycle represents a significant opportunity for Bentley . With Bentley Infrastructure Cloud, organizations can unlock access to their data, freeing it from closed formats and aligning it to open schemas, to enable AI across projects . The company is also embedding AI capabilities across its comprehensive portfolio, including Bentley Copilot, a context-aware AI assistant, and next-generation applications such as Bentley OpenSite+ with native AI capabilities .

The filing does not contain specific margin trajectory or cost structure evolution targets.

The company's principal supplier of cloud services is Microsoft, with whom it has entered into a multi-year contract for a committed level of expenditures for Azure . The company added Google Cloud as a cloud service provider in 2024 to expand delivery capabilities and optimize costs . As of December 31, 2025, the company had approximately 5,800 full-time colleagues globally, including approximately 2,400 in the Americas, approximately 1,600 in EMEA, and approximately 1,800 in APAC. The company expects general and administrative expenses starting in 2026 to include amortization of internal-use software implementation costs related to the implementation of new enterprise-wide administrative and business management platforms which are planned to complete going live in 2026 .

The company's Board of Directors authorized a repurchase program for up to $500,000 of Class B common stock and/or outstanding convertible senior notes from November 21, 2025 through December 31, 2028 . This updated authorization supersedes the prior $200,000 authorization which was set to expire on June 30, 2026 . The company paid quarterly dividends of $0.07 per share of common stock during the year ended December 31, 2025. Subsequent to December 31, 2025, on February 23, 2026, the Board of Directors declared a $0.07 per share dividend for the first quarter of 2026 . The company anticipates making substantial investments in research and development because it believes the infrastructure engineering software market presents compelling opportunities for the application of new technologies .

Approximately 59% of total revenues were from outside the U.S. for the years ended December 31, 2025, 2024, and 2023, and the company anticipates revenues from accounts outside the U.S. will continue to comprise a majority of total revenues for the foreseeable future . The company is exposed to fluctuations in currency exchange rates, with 33% , 34% , and 35% of total revenues denominated in a currency other than the U.S. dollar for the years ended December 31, 2025, 2024, and 2023, respectively. The company is most impacted by movements in and among the euro, British pound, Canadian dollar, Australian dollar, Chinese yuan renminbi, and New Zealand dollar . Approximately 18% of total revenues for the years ended December 31, 2025, 2024, and 2023 relate to infrastructure projects in APAC, including China, and the future results in China remain uncertain as a result of continued geopolitical challenges, obstacles to cloud-deployed software, and the financial timing impact of the preference there for license sales rather than subscriptions .

The company faces risks from recent and potential tariffs imposed by the U.S. government or a global trade war, which could increase the cost of products and services and the cost of conducting business . The U.S. government has threatened substantial changes to trade agreements and raised the possibility of imposing significant increases on tariffs on goods imported into the U.S., particularly from China . The company also faces risks from consolidation among its accounts and other enterprises in the markets in which it operates, which could lead to a loss of business . Additionally, the company may not be able to increase the number of new subscription-based accounts or cause existing accounts to renew their subscriptions, which could have a negative impact on future revenues and results of operations .

Risk Factors

Demand for Bentley's software is subject to volatility in accounts' underlying businesses across infrastructure sectors (public works/utilities, resources, industrial, commercial/facilities), which periodically experience economic declines . Approximately 59% of total revenues are from outside the U.S., exposing the company to legal, regulatory, social, political, and economic risks of foreign operations, including trade protection measures, sanctions, tariffs, and more stringent privacy and data security regulations . The company is exposed to currency exchange rate fluctuations, with 33% of total revenues denominated in a currency other than the U.S. dollar in 2025, most impacted by movements in the euro, British pound, Canadian dollar, Australian dollar, Chinese yuan renminbi, and New Zealand dollar . The company's credit agreement contains restrictive covenants, including a requirement that the net senior secured leverage ratio not exceed 3.00 to 1.00 and the fixed charge coverage ratio not be less than 3.00 to 1.00 , and if the Bentley Family ceases to collectively own equity interests representing at least 20% of the aggregate voting power, such change in ownership will be an event of default . The company has $575,000 aggregate principal amount of convertible senior notes due 2027, and as of December 31, 2025, assuming Class B common stock is trading at or above $83.23 per share, 6,908,567 shares would be issuable upon full conversion.

Management Priorities

Management's message emphasizes the company's purpose to advance the world's infrastructure for better quality of life and its mission to reshape how infrastructure systems and critical resources are delivered and optimized . The executive summary highlights total revenues of $1,501,779 for the year ended December 31, 2025, up 11.0% or 10.1% on a constant currency basis compared to the prior year. Subscriptions revenues were $1,376,696 , up 12.5% or 11.7% on a constant currency basis. ARR was $1,462,145 as of December 31, 2025, with a constant currency ARR growth rate of 11.5% . The last twelve-month recurring revenues dollar-based net retention rate was 109% as of December 31, 2025. Operating income was $362,621 compared to $302,150 for the prior year. Adjusted operating income less stock-based compensation expense (AOI less SBC) was $429,917 compared to $372,222 for the prior year. Cash flows from operating activities were $538,464 compared to $435,292 for the prior year. The strategic priorities emphasized include accretion in enterprise accounts through E365, accretion in SMBs through Virtuosity, and further expansion into asset operations and maintenance through Bentley Asset Analytics leveraging digital twin and AI capabilities .

View Source Annual Report on SEC.gov ↗

References

  1. [1] Item 1, Business — Our Business
  2. [2] Item 1, Business — Our Business
  3. [3] Item 1, Business — Our Business
  4. [4] Item 1, Business — Our Business
  5. [5] Item 1, Business — Our Accounts
  6. [6] Item 1, Business — Our Accounts
  7. [7] Item 1, Business — Our Accounts
  8. [8] Item 1, Business — Our Accounts
  9. [9] Item 1, Business — Our Accounts
  10. [10] Item 1, Business — Our Accounts
  11. [11] Item 1, Business — Our Accounts
  12. [12] Item 1, Business — Our Accounts
  13. [13] Item 1, Business — Our Competition
  14. [14] Item 1, Business — Our Competition
  15. [15] Item 1, Business — Our Competition
  16. [16] Item 1, Business — Our Competition
  17. [17] Item 1, Business — Our Competition
  18. [18] Item 1, Business — Our Competition
  19. [19] Item 1, Business — Our Competition
  20. [20] Item 7, MD&A — Consolidated Revenues
  21. [21] Item 7, MD&A — Results of Operations
  22. [22] Item 7, MD&A — Consolidated Revenues
  23. [23] Item 7, MD&A — Consolidated Revenues
  24. [24] Item 7, MD&A — Results of Operations
  25. [25] Item 1, Business — Our Accounts
  26. [26] Item 1, Business — Our Accounts
  27. [27] Item 1, Business — Our Accounts
  28. [28] Item 1, Business — Our Products and Offerings
  29. [29] Item 1, Business — Our Products and Offerings
  30. [30] Item 1, Business — Our Products and Offerings
  31. [31] Item 1, Business — Our Products and Offerings
  32. [32] Item 1, Business — Our Products and Offerings
  33. [33] Item 1, Business — Our Products and Offerings
  34. [34] Item 1, Business — Our Commercial Offerings
  35. [35] Item 1, Business — Our Commercial Offerings
  36. [36] Item 1, Business — Our Commercial Offerings
  37. [37] Item 1, Business — Our Commercial Offerings
  38. [38] Item 1, Business — Our Commercial Offerings
  39. [39] Item 1, Business — Our Acquisitions
  40. [40] Item 1, Business — Our Acquisitions
  41. [41] Item 1, Business — Our Acquisitions
  42. [42] Item 7, MD&A — Stock Repurchases
  43. [43] Item 7, MD&A — Stock Repurchases
  44. [44] Item 7, MD&A — Stock Repurchases
  45. [45] Item 7, MD&A — Stock Repurchases
  46. [46] Item 5, Market for Registrant's Common Equity — Dividend Policy
  47. [47] Item 5, Market for Registrant's Common Equity — Dividend Policy
  48. [48] Item 5, Market for Registrant's Common Equity — Dividend Policy
  49. [49] Item 7, MD&A — Executive Summary
  50. [50] Item 7, MD&A — Executive Summary
  51. [51] Item 7, MD&A — Executive Summary
  52. [52] Item 7, MD&A — Executive Summary
  53. [53] Item 7, MD&A — Executive Summary
  54. [54] Item 7, MD&A — Executive Summary
  55. [55] Item 7, MD&A — Key Business Metrics
  56. [56] Item 7, MD&A — Key Business Metrics
  57. [57] Item 7, MD&A — Key Business Metrics
  58. [58] Item 7, MD&A — Key Business Metrics
  59. [59] Item 7, MD&A — Key Business Metrics
  60. [60] Item 7, MD&A — Executive Summary
  61. [61] Item 7, MD&A — Executive Summary
  62. [62] Item 8, Consolidated Statements of Operations
  63. [63] Item 8, Consolidated Statements of Operations
  64. [64] Item 8, Consolidated Statements of Operations
  65. [65] Item 8, Consolidated Statements of Operations
  66. [66] Item 7, MD&A — Executive Summary
  67. [67] Item 7, MD&A — Executive Summary
  68. [68] Item 1, Business — Our Primary Growth Initiatives
  69. [69] Item 1, Business — Our Primary Growth Initiatives
  70. [70] Item 1, Business — Our Primary Growth Initiatives
  71. [71] Item 1, Business — Our Primary Growth Initiatives
  72. [72] Item 1, Business — Our Primary Growth Initiatives
  73. [73] Item 1, Business — Our Primary Growth Initiatives
  74. [74] Item 1, Business — Digital Twins and AI
  75. [75] Item 1, Business — Digital Twins and AI
  76. [76] Item 1, Business — Digital Twins and AI
  77. [77] Item 1, Business — Our Production and Suppliers
  78. [78] Item 1, Business — Our Production and Suppliers
  79. [79] Item 1, Business — Human Capital Management
  80. [80] Item 1, Business — Human Capital Management
  81. [81] Item 1, Business — Human Capital Management
  82. [82] Item 1, Business — Human Capital Management
  83. [83] Item 7, MD&A — Operating Expenses
  84. [84] Item 7, MD&A — Stock Repurchases
  85. [85] Item 7, MD&A — Stock Repurchases
  86. [86] Item 7, MD&A — Stock Repurchases
  87. [87] Item 7, MD&A — Stock Repurchases
  88. [88] Item 5, Market for Registrant's Common Equity — Dividend Policy
  89. [89] Item 9B, Other Information — Dividends Declared
  90. [90] Item 9B, Other Information — Dividends Declared
  91. [91] Item 1, Business — Our Research and Development
  92. [92] Item 1A, Risk Factors
  93. [93] Item 1A, Risk Factors
  94. [94] Item 7, MD&A — Results of Operations
  95. [95] Item 7, MD&A — Results of Operations
  96. [96] Item 7, MD&A — Results of Operations
  97. [97] Item 1A, Risk Factors
  98. [98] Item 1A, Risk Factors
  99. [99] Item 7, MD&A — Revenues by Geographic Region
  100. [100] Item 1A, Risk Factors
  101. [101] Item 1A, Risk Factors
  102. [102] Item 1A, Risk Factors
  103. [103] Item 1A, Risk Factors
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  113. [113] Item 1A, Risk Factors
  114. [114] Item 1A, Risk Factors
  115. [115] Item 1A, Risk Factors
  116. [116] Item 1, Business — Our Business
  117. [117] Item 7, MD&A — Executive Summary
  118. [118] Item 7, MD&A — Executive Summary
  119. [119] Item 7, MD&A — Executive Summary
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  129. [129] Item 7, MD&A — Executive Summary
  130. [130] Item 7, MD&A — Executive Summary
  131. [131] Item 7, MD&A — Executive Summary
  132. [132] Item 1, Business — Our Primary Growth Initiatives
  133. [133] Item 8, Consolidated Statements of Operations
  134. [134] Item 8, Consolidated Statements of Operations
  135. [135] Item 8, Consolidated Statements of Operations
  136. [136] Item 8, Consolidated Statements of Operations
  137. [137] Item 8, Consolidated Statements of Operations
  138. [138] Item 8, Consolidated Statements of Operations
  139. [139] Item 8, Consolidated Statements of Operations
  140. [140] Item 8, Consolidated Statements of Operations
  141. [141] Item 8, Consolidated Statements of Operations
  142. [142] Item 8, Consolidated Statements of Operations
  143. [143] Item 8, Consolidated Statements of Cash Flows
  144. [144] Item 8, Consolidated Statements of Cash Flows
  145. [145] Item 8, Consolidated Balance Sheets
  146. [146] Item 8, Consolidated Balance Sheets
  147. [147] Item 8, Consolidated Balance Sheets
  148. [148] Item 8, Consolidated Balance Sheets
  149. [149] Item 7, MD&A — Provision (Benefit) for Income Taxes
  150. [150] Item 7, MD&A — Provision (Benefit) for Income Taxes
  151. [151] Item 7, MD&A — Interest Expense, Net
  152. [152] Item 7, MD&A — Interest Expense, Net
  153. [153] Item 7, MD&A — Other Income (Expense), Net
  154. [154] Item 7, MD&A — Other Income (Expense), Net
  155. [155] Item 7, MD&A — Overview

Analysis on 6/21/2026