Datadog, Inc. — Director's Dealing 2020

Sep 17, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Datadog, Inc. (DDOG)
CIK: 0001561550
Period of Report: 2020-09-15

Reporting Person: Agarwal Amit (Chief Product Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-09-15	Common A Common Stock	C	12500	$0.00	Acquired	12500	Indirect
2020-09-15	Common A Common Stock	S	2733	$85.7861	Disposed	9767	Indirect
2020-09-15	Common A Common Stock	S	2200	$86.8582	Disposed	7567	Indirect
2020-09-15	Common A Common Stock	S	4533	$87.8756	Disposed	3034	Indirect
2020-09-15	Common A Common Stock	S	2834	$88.5858	Disposed	200	Indirect
2020-09-15	Common A Common Stock	S	200	$89.355	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-09-15	Class B Common Stock	$	C	12500	Disposed		Class A Common Stock (12500)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common A Common Stock	134262	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock ()	1299607	Direct
Class B Common Stock	$		Class A Common Stock ()	373166	Indirect
Class B Common Stock	$		Class A Common Stock ()	1710000	Indirect

Footnotes

F1: Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock 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 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 are held directly by Amit Agarwal 2018 GRAT, of which the Reporting Person is Trustee.

F3: Shares sold pursuant to a 10b5-1 plan entered into on December 13, 2019.

F4: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $85.23 to $86.22. 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 $86.24 to $87.23. 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 $87.30 to $88.29. 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 $88.30 to $89.07. 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.

F8: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $89.32 to $89.39. 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: Shares are held by Reporting Person's spouse.

F10: Shares are held directly by Amit Agarwal 2019 GRAT, of which the Reporting Person is Trustee.