Datadog, Inc. — Director's Dealing 2020

Dec 3, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Datadog, Inc. (DDOG)
CIK: 0001561550
Period of Report: 2020-12-01

Reporting Person: Pomel Olivier (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-12-01	Class A Common Stock	C	159365	—	Acquired	322986	Direct
2020-12-01	Class A Common Stock	S	43365	$94.7265	Disposed	279621	Direct
2020-12-01	Class A Common Stock	S	71498	$95.5519	Disposed	208123	Direct
2020-12-01	Class A Common Stock	S	39202	$96.5866	Disposed	168921	Direct
2020-12-01	Class A Common Stock	S	300	$97.3345	Disposed	168621	Direct
2020-12-01	Class A Common Stock	S	5000	$98.45	Disposed	163621	Direct
2020-12-02	Class A Common Stock	C	162435	—	Acquired	326056	Direct
2020-12-02	Class A Common Stock	S	17634	$90.773	Disposed	308422	Direct
2020-12-02	Class A Common Stock	S	21384	$91.5937	Disposed	287038	Direct
2020-12-02	Class A Common Stock	S	75642	$92.8705	Disposed	211396	Direct
2020-12-02	Class A Common Stock	S	47775	$93.4435	Disposed	163621	Direct
2020-12-01	Class A Common Stock	C	67400	—	Acquired	67400	Indirect
2020-12-01	Class A Common Stock	S	23564	$94.743	Disposed	43836	Indirect
2020-12-01	Class A Common Stock	S	35203	$95.4336	Disposed	8633	Indirect
2020-12-01	Class A Common Stock	S	8533	$96.561	Disposed	100	Indirect
2020-12-01	Class A Common Stock	S	100	$97.13	Disposed	0	Indirect
2020-12-01	Class A Common Stock	C	50000	—	Acquired	50000	Indirect
2020-12-01	Class A Common Stock	S	16333	$94.7153	Disposed	33667	Indirect
2020-12-01	Class A Common Stock	S	27245	$95.4128	Disposed	6422	Indirect
2020-12-01	Class A Common Stock	S	6222	$96.5427	Disposed	200	Indirect
2020-12-01	Class A Common Stock	S	200	$97.055	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-12-01	Class B Common Stock	$	C	159365	Disposed		Class B Common Stock (159365)	Direct
2020-12-02	Class B Common Stock	$	C	162435	Disposed		Class B Common Stock (162435)	Direct
2020-12-01	Class B Common Stock	$	C	67400	Disposed		Class B Common Stock (67400)	Indirect
2020-12-01	Class B Common Stock	$	C	50000	Disposed		Class B Common Stock (50000)	Indirect

Footnotes

F1: Each share of Class B Common Stock is convertible into an equal number of shares of Class A Common Stock at any time, at the holder's election, and has no expiration date. Each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon the earliest of: (i) any transfer, whether or not for value, except for certain "Permitted Transfers" as defined in the Issuer's amended and restated certificate of incorporation, (ii) the nine-month anniversary of the death of the Reporting Person in the case of shares held directly or in a trustee capacity, and (iii) the tenth anniversary of the Issuer's initial public offering of its Class A Common Stock.

F2: Shares sold pursuant to a 10b5-1 plan entered into on December 7, 2019.

F3: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $94.09 to $95.08. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F4: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $95.09 to $96.08. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F5: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $96.10 to $97.09. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F6: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $97.13 to $97.55. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F7: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $90.20 to $91.19. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F8: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $91.20 to $92.19. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F9: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $92.20 to $93.19. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F10: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $93.20 to $93.88. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F11: Shares are held by the Olivier Pomel 2018 GRAT.

F12: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $94.08 to $95.07. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F13: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $95.08 to $96.05. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F14: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $96.10 to $97.07. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F15: Shares are held by the Pomel Descendents' 2018 Trust. Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest, if any, in the shares.

F16: Shares sold pursuant to a 10b5-1 plan entered into on September 14, 2020.

F17: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $94.05 to $95.04. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F18: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $95.05 to $95.97. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F19: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $96.05 to $97.02. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F20: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $97.05 to $97.06. The Reporting Person will provide upon request to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.