Datadog, Inc. — Director's Dealing 2020

Jul 20, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Datadog, Inc. (DDOG)
CIK: 0001561550
Period of Report: 2020-07-16

Reporting Person: Fougere Dan (Chief Revenue Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-07-16	Class A Common Stock	C	757500	$0.00	Acquired	910144	Direct
2020-07-16	Class A Common Stock	S	142025	$83.9069	Disposed	768119	Direct
2020-07-16	Class A Common Stock	S	305170	$85.0171	Disposed	462949	Direct
2020-07-16	Class A Common Stock	S	109700	$85.6561	Disposed	353249	Direct
2020-07-16	Class A Common Stock	S	17833	$86.7719	Disposed	335416	Direct
2020-07-16	Class A Common Stock	S	2772	$87.6518	Disposed	332644	Direct
2020-07-17	Class A Common Stock	C	165000	$0.00	Acquired	497644	Direct
2020-07-17	Class A Common Stock	S	32084	$86.045	Disposed	465560	Direct
2020-07-17	Class A Common Stock	S	89020	$86.9545	Disposed	376540	Direct
2020-07-17	Class A Common Stock	S	43896	$87.484	Disposed	332644	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-07-16	Stock Option (Right to Buy)	$0.7958	M	577500	Disposed	2026-12-22	Class B Common Stock (577500)	Direct
2020-07-16	Class B Common Stock	$	M	577500	Acquired		Class A Common Stock (577500)	Direct
2020-07-16	Class B Common Stock	$	C	757500	Disposed		Class A Common Stock (757500)	Direct
2020-07-17	Stock Option (Right to Buy)	$0.7958	M	165000	Disposed	2026-12-22	Class B Common Stock (165000)	Direct
2020-07-17	Class B Common Stock	$	M	165000	Acquired		Class A Common Stock (165000)	Direct
2020-07-17	Class B Common Stock	$	C	165000	Disposed		Class A Common Stock (165000)	Direct

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: Includes 1,293 shares purchased under the Issuer's Employee Stock Purchase Plan on May 15, 2020.

F3: Shares sold pursuant to a 10b5-1 plan entered into on December 12, 2019.

F4: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $83.41 to $84.40. 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 $84.41 to $85.40. 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 $85.41 to $86.39. 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.

F7: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $86.41 to $87.40. 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 $87.62 to $87.90. 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 $85.32 to $86.31. 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 $86.32 to $87.31. 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: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $87.32 to $87.83. 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.

F12: Fully vested and exercisable.