Datadog, Inc. — Director's Dealing 2021

Jun 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Datadog, Inc. (DDOG)
CIK: 0001561550
Period of Report: 2021-06-01

Reporting Person: Agarwal Amit (Chief Product Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-06-01	Common A Common Stock	C	980	$0.00	Acquired	980	Indirect
2021-06-02	Common A Common Stock	C	7500	$0.00	Acquired	184657	Direct
2021-06-02	Common A Common Stock	S	6400	$91.3611	Disposed	178257	Direct
2021-06-02	Common A Common Stock	S	1100	$91.8234	Disposed	177157	Direct
2021-06-02	Common A Common Stock	S	3860	$91.39	Disposed	173297	Direct
2021-06-02	Common A Common Stock	C	1000	$0.00	Acquired	1000	Indirect
2021-06-02	Common A Common Stock	S	995	$91.3989	Disposed	5	Indirect
2021-06-02	Common A Common Stock	S	5	$92.29	Disposed	0	Indirect
2021-06-02	Common A Common Stock	C	12500	$0.00	Acquired	13480	Indirect
2021-06-02	Common A Common Stock	S	12135	$91.4287	Disposed	1345	Indirect
2021-06-02	Common A Common Stock	S	365	$92.0797	Disposed	980	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-06-01	Class B Common Stock	$	C	980	Disposed		Class A Common Stock (980)	Indirect
2021-06-02	Class B Common Stock	$	C	7500	Disposed		Class A Common Stock (7500)	Direct
2021-06-02	Class B Common Stock	$	C	1000	Disposed		Class A Common Stock (1000)	Indirect
2021-06-02	Class B Common Stock	$	C	12500	Disposed		Class A Common Stock (12500)	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock ()	1148365	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 are held directly by Amit Agarwal 2019 GRAT, of which the Reporting Person is Trustee.

F3: Shares sold pursuant to a 10b5-1 plan entered into on September 2, 2020.

F4: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $90.66 to $91.65. 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.

F5: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $91.66 to $92.15. 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.

F6: The Reporting Person was required by the Issuer to sell only the number of shares of common stock necessary to cover applicable tax withholding obligations realized upon the vesting of restricted stock units, as well as any related brokerage commission fees.

F7: Shares are held by Reporting Person's spouse.

F8: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $91.09 to $91.70. 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 $90.85 to $91.76. 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 $92.00 to $92.15. 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.

F11: Shares are held directly by Amit Agarwal 2018 GRAT, of which the Reporting Person is Trustee.