Datadog, Inc. — Director's Dealing 2021

Nov 12, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Datadog, Inc. (DDOG)
CIK: 0001561550
Period of Report: 2021-11-09

Reporting Person: OBSTLER DAVID M (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-11-09	Class A Common Stock	C	3750	$0.00	Acquired	3750	Indirect
2021-11-09	Class A Common Stock	S	378	$191.5993	Disposed	3372	Indirect
2021-11-09	Class A Common Stock	S	600	$193.1483	Disposed	2772	Indirect
2021-11-09	Class A Common Stock	S	700	$194.2486	Disposed	2072	Indirect
2021-11-09	Class A Common Stock	S	1058	$195.1463	Disposed	1014	Indirect
2021-11-09	Class A Common Stock	S	514	$196.3355	Disposed	500	Indirect
2021-11-09	Class A Common Stock	S	500	$197.102	Disposed	0	Indirect
2021-11-10	Class A Common Stock	C	15000	$0.00	Acquired	190391	Direct
2021-11-10	Class A Common Stock	S	1000	$186.179	Disposed	189391	Direct
2021-11-10	Class A Common Stock	S	1122	$187.3598	Disposed	188269	Direct
2021-11-10	Class A Common Stock	S	4025	$188.4476	Disposed	184244	Direct
2021-11-10	Class A Common Stock	S	1000	$189.327	Disposed	183244	Direct
2021-11-10	Class A Common Stock	S	900	$191.0233	Disposed	182344	Direct
2021-11-10	Class A Common Stock	S	1703	$192.0762	Disposed	180641	Direct
2021-11-10	Class A Common Stock	S	700	$193.26	Disposed	179941	Direct
2021-11-10	Class A Common Stock	S	2945	$194.1273	Disposed	176996	Direct
2021-11-10	Class A Common Stock	S	1505	$194.963	Disposed	175491	Direct
2021-11-10	Class A Common Stock	S	100	$195.69	Disposed	175391	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-11-09	Class B Common Stock	$	C	3750	Disposed		Class A Common Stock (3750)	Indirect
2021-11-10	Stock Option (Right to Buy)	$1.55	M	15000	Disposed	2028-09-06	Class B Common Stock (15000)	Direct
2021-11-10	Class B Common Stock	$	M	15000	Acquired		Class A Common Stock (15000)	Direct
2021-11-10	Class B Common Stock	$	C	15000	Disposed		Class A Common Stock (15000)	Direct

Footnotes

F1: Shares are held directly by the David Obstler 2019 GRAT, of which Reporting Person is Trustee.

F2: Shares sold pursuant to a 10b5-1 plan entered into on September 10, 2021.

F3: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $191.18 to $192.15. 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.

F4: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $192.61 to $193.58. 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 $193.65 to $194.63. 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 $194.72 to $195.48. 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 $195.88 to $196.71. 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.

F8: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $196.90 to $197.55. 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.

F9: 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.

F10: Shares sold pursuant to a 10b5-1 plan entered into on June 14, 2021.

F11: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $185.56 to $186.53. 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.

F12: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $186.89 to $187.78. 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.

F13: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $187.92 to $188.89. 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.

F14: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $188.96 to $189.75. 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 $190.55 to $191.48. 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 $191.55 to $192.47. 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.

F17: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $192.59 to $193.58. 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 $193.59 to $194.55. 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.

F19: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $194.59 to $195.58. 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: Represents the number of shares of Class A Common Stock underlying restricted stock units ("RSUs"). Each RSU represents the contingent right to receive one share of the Issuer's Class A Common Stock. The shares underlying the RSUs vest in 12 equal quarterly installments beginning on June 1, 2022 and on each September 1, December 1 and March 1 thereafter, subject to the Reporting Person remaining in Continuous Service (as defined in the Issuer's 2019 Equity Incentive Plan) of the Issuer as of each such date.

F21: Option vests as to 25% on September 6, 2019 and in equal monthly installments thereafter over three years.