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Dynatrace Announces Pricing of Follow-On Offering By Selling Stockholders

DT | February 20, 2020

WALTHAM, Mass.

Software intelligence company, Dynatrace, Inc. (NYSE: DT), today announced the pricing of an underwritten public offering of 25,000,000 shares of common stock by certain selling stockholders of Dynatrace at a public offering price of $34.50 per share. In addition, such selling stockholders have granted the underwriters a 30-day option to purchase up to an additional 3,750,000 shares at the public offering price, less underwriting discounts and commissions. The offering is expected to close on February 25, 2020, subject to customary closing conditions.

Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Citigroup Global Markets Inc. are acting as joint lead book-running managers for the offering. RBC Capital Markets, LLC, BofA Securities, Barclays Capital Inc., UBS Securities LLC and Jefferies LLC are also acting as book-running managers. Canaccord Genuity LLC, William Blair & Company, L.L.C., BTIG, LLC, JMP Securities LLC, KeyBanc Capital Markets Inc., Raymond James & Associates, Inc. and Academy Securities, Inc. are acting as co-managers.

The offering is being made only by means of a prospectus. Copies of the final prospectus relating to this offering may be obtained, when available, by contacting the offices of Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, by telephone: 1-866-471-2526 or by emailing prospectus-ny@ny.email.gs.com; J.P. Morgan Securities LLC, c/o Broadridge Financial Services, Attention: Prospectus Department, 1155 Long Island Avenue, Edgewood, New York 11717, or via telephone: (866) 803-9204, or via e-mail: prospectus-eg_fi@jpmchase.com; or Citigroup Global Markets Inc., Attention: Prospectus Department, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by phone at (800) 831-9146.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission (the “SEC”) and was declared effective by the SEC on February 20, 2020. Copies of the registration statement can be accessed by visiting the SEC’s website at www.sec.gov. This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any offer or sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

About Dynatrace

Dynatrace provides software intelligence to simplify enterprise cloud complexity and accelerate digital transformation. With AI and complete automation, Dynatrace’s all-in-one platform provides answers, not just data, about the performance of applications, the underlying infrastructure and the experience of all users.

Forward Looking Statements

This press release contains forward looking statements, including among other things, statements concerning the completion of the public offering, and other statements identified by words such as “could,” “expects,” “intends,” “may,” “plans,” “potential,” “should,” “will,” “would,” or similar expressions and the negatives of those terms. Forward-looking statements are not promises or guarantees of future performance, and are subject to a variety of risks and uncertainties, many of which are beyond our control. Actual results could differ materially from those anticipated in such forward-looking statements as a result of various risks and uncertainties, which include, without limitation, market risks and uncertainties and the satisfaction of customary closing conditions for an offering of securities. These and other risks and uncertainties are described more fully in the preliminary prospectus, and in particular in the section captioned “Risk Factors”, related to the public offering filed with the Securities and Exchange Commission. Forward-looking statements speak only as of the date hereof, and, except as required by law, Dynatrace undertakes no obligation to update or revise these forward-looking statements.