Datadog, Inc. — Director's Dealing 2021

Mar 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Datadog, Inc. (DDOG)
CIK: 0001561550
Period of Report: 2021-03-01

Reporting Person: Pomel Olivier (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-01	Class A Common Stock	C	199530	—	Acquired	363151	Direct
2021-03-01	Class A Common Stock	S	36171	$95.1288	Disposed	326980	Direct
2021-03-01	Class A Common Stock	S	48872	$95.9516	Disposed	278108	Direct
2021-03-01	Class A Common Stock	S	97302	$97.1033	Disposed	180806	Direct
2021-03-01	Class A Common Stock	S	17185	$97.6543	Disposed	163621	Direct
2021-03-01	Class A Common Stock	C	67400	—	Acquired	67400	Indirect
2021-03-01	Class A Common Stock	S	9024	$95.1725	Disposed	58376	Indirect
2021-03-01	Class A Common Stock	S	16864	$95.9814	Disposed	41512	Indirect
2021-03-01	Class A Common Stock	S	32866	$97.1543	Disposed	8646	Indirect
2021-03-01	Class A Common Stock	S	8646	$97.6555	Disposed	0	Indirect
2021-03-01	Class A Common Stock	C	50000	—	Acquired	50000	Indirect
2021-03-01	Class A Common Stock	S	7122	$95.1861	Disposed	42878	Indirect
2021-03-01	Class A Common Stock	S	12072	$95.9864	Disposed	30806	Indirect
2021-03-01	Class A Common Stock	S	25038	$97.1687	Disposed	5768	Indirect
2021-03-01	Class A Common Stock	S	5768	$97.663	Disposed	0	Indirect
2021-03-02	Class A Common Stock	C	122270	—	Acquired	285891	Direct
2021-03-02	Class A Common Stock	S	44234	$93.6307	Disposed	241657	Direct
2021-03-02	Class A Common Stock	S	40706	$94.8482	Disposed	200951	Direct
2021-03-02	Class A Common Stock	S	19051	$95.7526	Disposed	181900	Direct
2021-03-02	Class A Common Stock	S	12579	$96.6714	Disposed	169321	Direct
2021-03-02	Class A Common Stock	S	4200	$97.4205	Disposed	165121	Direct
2021-03-02	Class A Common Stock	S	1500	$98.49	Disposed	163621	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-01	Class B Common Stock	$	C	199530	Disposed		Class A Common Stock (199530)	Direct
2021-03-01	Class B Common Stock	$	C	67400	Disposed		Class A Common Stock (67400)	Indirect
2021-03-01	Class B Common Stock	$	C	50000	Disposed		Class A Common Stock (50000)	Indirect
2021-03-02	Class B Common Stock	$	C	122270	Disposed		Class A Common Stock (122270)	Direct

Footnotes

F1: Each share of Class B Common Stock is convertible into an equal number of shares of Class A Common Stock at any time, at the holder's election, 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 nine-month anniversary of 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 September 14, 2020.

F3: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $94.55 to $95.53. 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 $95.55 to $96.50. 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 $96.55 to $97.54. 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.

F6: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $97.55 to $97.86. 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.

F7: Shares are held by the Olivier Pomel 2018 GRAT.

F8: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $94.58 to $95.56. 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.

F9: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $95.58 to $96.53. 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.

F10: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $96.59 to $97.57. 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 $97.59 to $97.90. 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.

F12: Shares are held by the Pomel Descendents' 2018 Trust. Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest, if any, in the shares.

F13: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $94.58 to $95.54. 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.

F14: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $95.58 to $96.53. 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.

F15: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $96.60 to $97.59. 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 $97.60 to $97.87. 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.

F17: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $93.22 to $94.21. 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.

F18: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $94.22 to $95.21. 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.

F19: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $95.22 to $96.21. 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.

F20: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $96.22 to $97.21. 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.

F21: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $97.22 to $97.75. 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.