Datadog, Inc. — Director's Dealing 2020

May 28, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Datadog, Inc. (DDOG)
CIK: 0001561550
Period of Report: 2020-05-26

Reporting Person: Agarwal Amit (Chief Product Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-26	Common A Common Stock	C	24499	$0.00	Acquired	166761	Direct
2020-05-26	Common A Common Stock	S	1812	$68.4136	Disposed	164949	Direct
2020-05-26	Common A Common Stock	S	3670	$69.4087	Disposed	161279	Direct
2020-05-26	Common A Common Stock	S	7286	$70.4652	Disposed	153993	Direct
2020-05-26	Common A Common Stock	S	9331	$71.0865	Disposed	144662	Direct
2020-05-26	Common A Common Stock	S	800	$72.1675	Disposed	143862	Direct
2020-05-26	Common A Common Stock	S	1400	$73.3879	Disposed	142462	Direct
2020-05-26	Common A Common Stock	S	200	$74.225	Disposed	142262	Direct
2020-05-26	Common A Common Stock	C	6999	$0.00	Acquired	6999	Indirect
2020-05-26	Common A Common Stock	S	1200	$68.735	Disposed	5799	Indirect
2020-05-26	Common A Common Stock	S	1100	$69.9655	Disposed	4699	Indirect
2020-05-26	Common A Common Stock	S	3514	$70.882	Disposed	1185	Indirect
2020-05-26	Common A Common Stock	S	685	$71.9834	Disposed	500	Indirect
2020-05-26	Common A Common Stock	S	500	$73.286	Disposed	0	Indirect
2020-05-26	Common A Common Stock	C	10500	$0.00	Acquired	10500	Indirect
2020-05-26	Common A Common Stock	S	1350	$68.6867	Disposed	9150	Indirect
2020-05-26	Common A Common Stock	S	1360	$69.6248	Disposed	7790	Indirect
2020-05-26	Common A Common Stock	S	5163	$70.7278	Disposed	2627	Indirect
2020-05-26	Common A Common Stock	S	1727	$71.3632	Disposed	900	Indirect
2020-05-26	Common A Common Stock	S	200	$72.19	Disposed	700	Indirect
2020-05-26	Common A Common Stock	S	600	$73.5383	Disposed	100	Indirect
2020-05-26	Common A Common Stock	S	100	$74.32	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-05-26	Class B Common Stock	$	C	24499	Disposed		Class A Common Stock (24499)	Direct
2020-05-26	Class B Common Stock	$	C	6999	Disposed		Class A Common Stock (6999)	Indirect
2020-05-26	Class B Common Stock	$	C	10500	Disposed		Class A Common Stock (10500)	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock (1862565)	1862565	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 $67.86 to $68.84. 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 $68.87 to $69.86. 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 $69.88 to $70.87. 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 $70.88 to $71.71. 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 $71.92 to $72.41. 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 $73.05 to $73.95. 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 $74.15 to $74.30. 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.

F10: Shares are held by Reporting Person's spouse.

F11: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $68.22 to $69.15. 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 $69.38 to $70.25. 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 $70.44 to $71.20. 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 $71.56 to $72.47. 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 $73.20 to $73.33. 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.

F16: Shares are held directly by Amit Agarwal 2019 GRAT, of which the Reporting Person is Trustee.

F17: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $68.07 to $69.04. 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 $69.07 to $70.01. 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 $70.08 to $71.06. 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.

F20: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $71.08 to $72.06. 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.

F21: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $72.17 to $72.21. 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.

F22: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $73.20 to $74.15. 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.

F23: Includes 10,926 shares previously held by the Amit Agarwal 2018 GRAT which were distributed to the Reporting Person on May 15, 2020 in an exempt annuity payment and are now owned directly.

F24: Shares are held directly by Amit Agarwal 2018 GRAT, of which the Reporting Person is Trustee.