Dynatrace adopts majority voting standard for uncontested director elections

Dynatrace, Inc.

Board unanimously approved Fourth Amended and Restated Bylaws effective July 5, 2025.
New majority voting standard: director elected if votes for exceed votes against in uncontested elections.
Plurality voting still applies to contested elections; contested defined as nominees > seats.
Incumbent director who fails re-election must tender resignation; Board decides within 90 days.
Changes aim to enhance director accountability to stockholders.

item 5.03item 9.01

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