Datadog, Inc. — Director's Dealing 2020

Apr 2, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Datadog, Inc. (DDOG)
CIK: 0001561550
Period of Report: 2020-03-31

Reporting Person: Agarwal Amit (Chief Product Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-03-31	Common A Common Stock	C	16333	$0.00	Acquired	41333	Direct
2020-03-31	Common A Common Stock	S	4149	$35.1623	Disposed	37184	Direct
2020-03-31	Common A Common Stock	S	12184	$35.8055	Disposed	25000	Direct
2020-03-31	Common A Common Stock	C	4666	$0.00	Acquired	4666	Indirect
2020-03-31	Common A Common Stock	S	2254	$35.3875	Disposed	2412	Indirect
2020-03-31	Common A Common Stock	S	2412	$35.8892	Disposed	0	Indirect
2020-03-31	Common A Common Stock	C	7000	$0.00	Acquired	7000	Indirect
2020-03-31	Common A Common Stock	S	1502	$35.1083	Disposed	5498	Indirect
2020-03-31	Common A Common Stock	S	5498	$35.7852	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-03-31	Class B Common Stock	$	C	16333	Disposed		Class A Common Stock (16333)	Direct
2020-03-31	Class B Common Stock	$	C	4666	Disposed		Class A Common Stock (4666)	Indirect
2020-03-31	Class B Common Stock	$	C	7000	Disposed		Class A Common Stock (7000)	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 $34.54 to $35.53. 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 $35.55 to $36.33. 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: Shares are held by Reporting Person's spouse.

F6: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $34.66 to $35.65. 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 $35.66 to $36.38. 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: Shares are held directly by Amit Agarwal 2019 GRAT, of which the Reporting Person is Trustee.

F9: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $34.57 to $35.54. 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 $35.57 to $36.30. 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 directly by Amit Agarwal 2018 GRAT, of which the Reporting Person is Trustee.