Kerry Acocella - Jun 8, 2022 Form 4 Insider Report for Datadog, Inc. (DDOG)

Role: General Counsel/Corp Secy
Signature: Kerry Acocella, by /s/ Ron A. Metzger, Attorney-in-Fact
Stock symbol: DDOG
Transactions as of: Jun 8, 2022
Transactions value $: -$319,608
Form type: 4
Date filed: 6/10/2022, 06:53 PM
Previous filing: Jun 6, 2022
Next filing: Jun 14, 2022

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	+2.9K	+6.46%	$0.00	47.7K	Jun 8, 2022	Direct	F1
transaction	DDOG	Class A Common Stock	Sale	-$318K	-2.88K	-6.04%	$110.40	44.8K	Jun 8, 2022	Direct
transaction	DDOG	Class A Common Stock	Sale	-$331	-3	-0.01%	$110.41	44.8K	Jun 8, 2022	Direct
transaction	DDOG	Class A Common Stock	Sale	-$994	-9	-0.02%	$110.42	44.8K	Jun 8, 2022	Direct

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	Stock Option (Right to Buy)	Options Exercise	$0	-2.9K	-23.63%	$0.00	9.36K	Jun 8, 2022	Class B Common Stock	2.9K	$4.20	Direct	F2
transaction	DDOG	Class B Common Stock	Options Exercise	$0	+2.9K		$0.00	2.9K	Jun 8, 2022	Class A Common Stock	2.9K		Direct	F1
transaction	DDOG	Class B Common Stock	Conversion of derivative security	$0	-2.9K	-100%	$0.00^*	0	Jun 8, 2022	Class A Common Stock	2.9K		Direct	F1

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

Explanation of Responses:

Id	Content
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	25% of the shares underlying the option vested on January 7, 2020, with the remainder vesting in equal monthly installments thereafter over three years.

Content

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.

25% of the shares underlying the option vested on January 7, 2020, with the remainder vesting in equal monthly installments thereafter over three years.