Sean Michael Walters - Jan 5, 2022 Form 3 Insider Report for Datadog, Inc. (DDOG)

Role: Chief Revenue Officer
Signature: Sean Michael Walters, by /s/ Ron A. Metzger, Attorney-in-Fact
Stock symbol: DDOG
Transactions as of: Jan 5, 2022
Transactions value $: $0
Form type: 3
Date filed: 1/18/2022, 04:36 PM
Next filing: Feb 28, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	DDOG	Class A Common Stock						56.5K	Jan 5, 2022	Direct	F1
holding	DDOG	Class A Common Stock						8	Jan 5, 2022	By son

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
holding	DDOG	Stock Option (Right to Buy)							Jan 5, 2022	Class B Common Stock	14.3K	$1.04	Direct	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Includes 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. 27,750 shares remain subject to vesting through June 1, 2024 (with an original vesting schedule beginning on June 1, 2021 with 10% vesting in four equal quarterly installments, followed by 40% vesting in four equal quarterly installments and the remaining 50% vesting in four equal quarterly installments), 13,918 shares begin vesting on March 1, 2022 (with vesting occurring in equal quarterly installments over three years) and 14,700 shares begin vesting on September 1, 2022 (with vesting occurring in equal quarterly installments over three years), in each case 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.
F2	This stock option, initially representing a right to purchase a total of 228,000 shares, became exercisable as to 25% of the shares on March 6, 2019 and vests in 36 equal monthly installments thereafter, subject to the Reporting Person remaining in Continuous Service (as defined in the Issuer's 2012 Equity Incentive Plan) of the Issuer as of each such date. There are 14,250 unexercised shares remaining subject to this option grant.
F3	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.