Shardul Shah - Jun 15, 2022 Form 4 Insider Report for Datadog, Inc. (DDOG)

Role
Director
Signature
/s/ Shardul Shah
Stock symbol
DDOG
Transactions as of
Jun 15, 2022
Transactions value $
-$1,434,953
Form type
4
Date filed
6/17/2022, 04:15 PM
Previous filing
May 11, 2022
Next filing
Jun 12, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DDOG Class A Common Stock Conversion of derivative security $0 +767K $0.00 767K Jun 15, 2022 See Footnote F1, F2
transaction DDOG Class A Common Stock Sale -$4.06K -48 -1.8% $84.58 2.62K Jun 15, 2022 See Footnote F3, F4
transaction DDOG Class A Common Stock Sale -$11.9K -138 -5.27% $86.31 2.48K Jun 15, 2022 See Footnote F4, F5
transaction DDOG Class A Common Stock Sale -$216K -2.48K -100% $87.14 0 Jun 15, 2022 See Footnote F4, F6
transaction DDOG Class A Common Stock Conversion of derivative security $0 +2.28M $0.00 2.28M Jun 15, 2022 See Footnote F7, F8
transaction DDOG Class A Common Stock Conversion of derivative security $0 +46K $0.00 46K Jun 15, 2022 See Footnote F9, F10
transaction DDOG Class A Common Stock Conversion of derivative security $0 +41.1K $0.00 41.1K Jun 15, 2022 See Footnote F11, F12
transaction DDOG Class A Common Stock Sale -$21.3K -252 -1.82% $84.58 13.6K Jun 15, 2022 See Footnote F3, F12
transaction DDOG Class A Common Stock Sale -$62K -718 -5.29% $86.31 12.9K Jun 15, 2022 See Footnote F5, F12
transaction DDOG Class A Common Stock Sale -$1.12M -12.9K -100% $87.14 0 Jun 15, 2022 See Footnote F6, F12
holding DDOG Class A Common Stock 475K Jun 15, 2022 Direct F13

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction DDOG Class B Common Stock Conversion of derivative security $0 -767K -100% $0.00* 0 Jun 15, 2022 Class A Common Stock 767K See Footnote F1, F2, F14
transaction DDOG Class B Common Stock Conversion of derivative security $0 -2.28M -100% $0.00* 0 Jun 15, 2022 Class A Common Stock 2.28M See Footnote F7, F8, F14
transaction DDOG Class B Common Stock Conversion of derivative security $0 -46K -100% $0.00* 0 Jun 15, 2022 Class A Common Stock 46K See Footnote F9, F10, F14
transaction DDOG Class B Common Stock Conversion of derivative security $0 -41.1K -100% $0.00* 0 Jun 15, 2022 Class A Common Stock 41.1K See Footnote F11, F12, F14
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On June 15, 2022, Index Ventures Growth III (Jersey), L.P. ("Index Growth III") converted in the aggregate 767,041 shares of the Issuer's Class B Common Stock into 767,041 shares of the Issuer's Class A Common Stock. Subsequently on the same date, Index Growth III distributed in-kind, without consideration, 767,041 shares of Class A Common Stock pro-rata to its limited partners and its general partner, Index Venture Growth Associates III Limited ("IVGA III"), in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended. On the same date, IVGA III distributed in-kind, without consideration, 189,095 shares of Class A Common Stock received in the Index Growth III distribution pro-rata to its shareholders, in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended.
F2 The shares are held by Index Growth III. IVGA III is the general partner of Index Growth III. The Reporting Person is a partner within the Index Ventures group. Advisors within the Index Ventures group provide advice to each of Index Growth III, Index Ventures VI (Jersey) L.P. ("Index VI"), and Index Ventures VI Parallel Entrepreneur Fund (Jersey), L.P. ("Index VI Parallel" and together with Index Growth III and Index VI, the "Funds"). The Reporting Person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.
F3 The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.31 - $85.10. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F4 The shares are held by IVGA III. The Reporting Person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.
F5 The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.94 - $86.54. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F6 The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.01 - $87.28. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F7 On June 15, 2022, Index Ventures VI (Jersey), L.P. ("Index VI") converted in the aggregate 2,279,177 shares of the Issuer's Class B Common Stock into 2,279,177 shares of the Issuer's Class A Common Stock. Subsequently on the same date, Index VI distributed in-kind, without consideration, 2,279,177 shares of Class A Common Stock pro-rata to its partners, including its limited partners and its general partner, Index Venture Associates VI Limited ("IVA VI"), in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended. On the same date, IVA VI distributed in-kind, without consideration, the 569,794 shares of Class A Common Stock received in the Index VI distribution pro-rata to its shareholders, in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended.
F8 The shares are held by Index VI. IVA VI is the general partner of Index VI. The Reporting Person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.
F9 On June 15, 2022, Index Ventures VI Parallel Entrepreneur Fund (Jersey), L.P. ("Index VI Parallel") converted in the aggregate 46,005 shares of the Issuer's Class B Common Stock into 46,005 shares of the Issuer's Class A Common Stock. Subsequently on the same date, Index VI Parallel distributed in-kind, without consideration, 46,005 shares of Class A Common Stock pro-rata to its partners, including its limited partners and its general partner, IVA VI, in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended. On the same date, IVA VI distributed in-kind, without consideration, the 11,501 shares of Class A Common Stock received in the Index VI Parallel distribution pro-rata to its shareholders, in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended.
F10 The shares are held by Index VI Parallel. IVA VI is the general partner of Index VI Parallel. The Reporting Person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.
F11 On June 15, 2022, Yucca (Jersey) SLP ("Yucca") converted in the aggregate 41,111 shares of the Issuer's Class B Common Stock into 41,111 shares of the Issuer's Class A Common Stock. Subsequently on the same date, Yucca distributed in-kind, without consideration, 27,291 shares of Class A Common Stock pro-rata to its partners in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended.
F12 The shares are held by Yucca. Yucca is the administrator of the Index co-investment vehicles that are contractually required to mirror the relevant Fund's investment in the Issuer (in this case, Index Growth III, Index VI and Index VI Parallel). The Reporting Person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.
F13 Includes shares received in the distributions described in footnotes (1), (7) and (9) above.
F14 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 earlier 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, and (ii) the tenth anniversary of the Issuer's initial public offering of its Class A Common Stock.