Datadog, Inc. — Director's Dealing 2020

Apr 30, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Datadog, Inc. (DDOG)
CIK: 0001561550
Period of Report: 2020-04-28

Reporting Person: Agarwal Amit (Chief Product Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-04-28	Common A Common Stock	C	24499	$0.00	Acquired	49499	Direct
2020-04-28	Common A Common Stock	S	4979	$42.3012	Disposed	44520	Direct
2020-04-28	Common A Common Stock	S	16149	$43.3549	Disposed	28371	Direct
2020-04-28	Common A Common Stock	S	3371	$43.932	Disposed	25000	Direct
2020-04-28	Common A Common Stock	C	6999	$0.00	Acquired	6999	Indirect
2020-04-28	Common A Common Stock	S	1810	$42.4577	Disposed	5189	Indirect
2020-04-28	Common A Common Stock	S	4789	$43.4894	Disposed	400	Indirect
2020-04-28	Common A Common Stock	S	400	$44.1075	Disposed	0	Indirect
2020-04-28	Common A Common Stock	C	10500	$0.00	Acquired	10500	Indirect
2020-04-28	Common A Common Stock	S	2500	$42.3384	Disposed	8000	Indirect
2020-04-28	Common A Common Stock	S	6855	$43.4117	Disposed	1145	Indirect
2020-04-28	Common A Common Stock	S	1145	$44.0051	Disposed	0	Indirect
2020-04-29	Common A Common Stock	C	3200	$0.00	Acquired	28200	Direct
2020-04-29	Common A Common Stock	S	3200	$45.1094	Disposed	25000	Direct
2020-04-29	Common A Common Stock	C	3600	$0.00	Acquired	3600	Indirect
2020-04-29	Common A Common Stock	S	3600	$45.1086	Disposed	0	Indirect
2020-04-29	Common A Common Stock	C	3200	$0.00	Acquired	3200	Indirect
2020-04-29	Common A Common Stock	S	3200	$45.1084	Disposed	0	Indirect
2020-04-30	Common A Common Stock	C	37382	$0.00	Acquired	62382	Direct
2020-04-30	Common A Common Stock	S	37382	$45.1349	Disposed	25000	Direct
2020-04-30	Common A Common Stock	C	20400	$0.00	Acquired	20400	Indirect
2020-04-30	Common A Common Stock	S	20400	$45.1287	Disposed	0	Indirect
2020-04-30	Common A Common Stock	C	32800	$0.00	Acquired	32800	Indirect
2020-04-30	Common A Common Stock	S	32800	$45.134	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-04-28	Class B Common Stock	$	C	24499	Disposed		Class A Common Stock (24499)	Direct
2020-04-28	Class B Common Stock	$	C	6999	Disposed		Class A Common Stock (6999)	Indirect
2020-04-28	Class B Common Stock	$	C	10500	Disposed		Class A Common Stock (10500)	Indirect
2020-04-29	Class B Common Stock	$	C	3200	Disposed		Class A Common Stock (3200)	Direct
2020-04-29	Class B Common Stock	$	C	3600	Disposed		Class A Common Stock (3600)	Indirect
2020-04-29	Class B Common Stock	$	C	3200	Disposed		Class A Common Stock (3200)	Indirect
2020-04-30	Class B Common Stock	$	C	37382	Disposed		Class A Common Stock (37382)	Direct
2020-04-30	Class B Common Stock	$	C	20400	Disposed		Class A Common Stock (20400)	Indirect
2020-04-30	Class B Common Stock	$	C	32800	Disposed		Class A Common Stock (32800)	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock (1873491)	1873491	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 sold pursuant to a 10b5-1 plan entered into on December 13, 2019.

F3: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $41.80 to $42.79. 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 $42.80 to $43.79. 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 $43.80 to $44.13. 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: Shares are held by Reporting Person's spouse.

F7: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $41.95 to $42.93. 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 $42.98 to $43.97. 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.

F9: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $44.07 to $44.12. 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: Shares are held directly by Amit Agarwal 2019 GRAT, of which the Reporting Person is Trustee.

F11: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $41.86 to $42.83. 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: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $42.92 to $43.89. 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 $43.92 to $44.12. 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 $45.10 to $45.14. 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: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $45.10 to $45.27. 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.

F16: Shares are held directly by Amit Agarwal 2018 GRAT, of which the Reporting Person is Trustee.