Datadog, Inc. — Director's Dealing 2020

May 14, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Datadog, Inc. (DDOG)
CIK: 0001561550
Period of Report: 2020-05-12

Reporting Person: Agarwal Amit (Chief Product Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-12	Class A Common Stock	C	164499	$0.00	Acquired	306761	Direct
2020-05-12	Class A Common Stock	S	25158	$61.906	Disposed	281603	Direct
2020-05-12	Class A Common Stock	S	38527	$62.9355	Disposed	243076	Direct
2020-05-12	Class A Common Stock	S	55900	$63.8155	Disposed	187176	Direct
2020-05-12	Class A Common Stock	S	23631	$64.4776	Disposed	163545	Direct
2020-05-12	Class A Common Stock	S	1728	$65.5831	Disposed	161817	Direct
2020-05-12	Class A Common Stock	S	5711	$66.9325	Disposed	156106	Direct
2020-05-12	Class A Common Stock	S	7368	$68.008	Disposed	148738	Direct
2020-05-12	Class A Common Stock	S	4476	$68.8531	Disposed	144262	Direct
2020-05-12	Class A Common Stock	S	2000	$69.718	Disposed	142262	Direct
2020-05-12	Class A Common Stock	C	46999	$0.00	Acquired	46999	Indirect
2020-05-12	Class A Common Stock	S	6910	$61.9671	Disposed	40089	Indirect
2020-05-12	Class A Common Stock	S	23500	$62.9787	Disposed	16589	Indirect
2020-05-12	Class A Common Stock	S	9200	$64.1976	Disposed	7389	Indirect
2020-05-12	Class A Common Stock	S	1800	$65.1472	Disposed	5589	Indirect
2020-05-12	Class A Common Stock	S	600	$66.5117	Disposed	4989	Indirect
2020-05-12	Class A Common Stock	S	1520	$67.1247	Disposed	3469	Indirect
2020-05-12	Class A Common Stock	S	2000	$68.261	Disposed	1469	Indirect
2020-05-12	Class A Common Stock	S	1269	$69.271	Disposed	200	Indirect
2020-05-12	Class A Common Stock	S	200	$69.985	Disposed	0	Indirect
2020-05-12	Class A Common Stock	C	70500	$0.00	Acquired	70500	Indirect
2020-05-12	Class A Common Stock	S	4500	$61.73	Disposed	66000	Indirect
2020-05-12	Class A Common Stock	S	32135	$62.8224	Disposed	33865	Indirect
2020-05-12	Class A Common Stock	S	17065	$63.6686	Disposed	16800	Indirect
2020-05-12	Class A Common Stock	S	7800	$64.5412	Disposed	9000	Indirect
2020-05-12	Class A Common Stock	S	800	$65.6713	Disposed	8200	Indirect
2020-05-12	Class A Common Stock	S	2465	$66.9369	Disposed	5735	Indirect
2020-05-12	Class A Common Stock	S	3600	$68.1347	Disposed	2135	Indirect
2020-05-12	Class A Common Stock	S	1735	$69.1451	Disposed	400	Indirect
2020-05-12	Class A Common Stock	S	400	$69.825	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-05-12	Class B Common Stock	$	C	164499	Disposed		Class A Common Stock (164499)	Direct
2020-05-12	Class B Common Stock	$	C	46999	Disposed		Class A Common Stock (46999)	Indirect
2020-05-12	Class B Common Stock	$	C	70500	Disposed		Class A Common Stock (70500)	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 $61.30 to $62.29. 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.

F4: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $62.30 to $63.28. 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 $63.31 to $64.29. 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.

F6: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $64.32 to $65.31. 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.

F7: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $65.32 to $65.92. 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 $66.42 to $67.39. 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: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $67.51 to $68.49. 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 $68.51 to $69.43. 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 $69.51 to $70.11. 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: Shares are held by Reporting Person's spouse.

F13: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $61.51 to $62.43. 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 $62.53 to $63.22. 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.

F15: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $63.71 to $64.55. 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: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $64.77 to $65.55. 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.

F17: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $65.81 to $66.78. 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 $66.81 to $67.73. 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 $67.82 to $68.80. 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 $68.83 to $69.78. 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 $69.92 to $70.05. 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: Shares are held directly by Amit Agarwal 2019 GRAT, of which the Reporting Person is Trustee.

F23: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $61.30 to $62.185. 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.

F24: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $62.30 to $63.17. 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.

F25: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $63.34 to $64.215. 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.

F26: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $64.38 to $65.35. 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.

F27: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $65.40 to $65.95. 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.

F28: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $66.45 to $67.44. 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.

F29: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $67.63 to $68.60. 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.

F30: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $68.68 to $69.56. 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.

F31: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $69.76 to $69.90. 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.

F32: Shares are held directly by Amit Agarwal 2018 GRAT, of which the Reporting Person is Trustee.