Amit Agarwal - 03 Mar 2025 Form 4 Insider Report for Datadog, Inc. (DDOG)

Role
Director
Signature
/s/ Kerry Acocella, Attorney-in-Fact
Issuer symbol
DDOG
Transactions as of
03 Mar 2025
Net transactions value
-$4,033,272
Form type
4
Filing time
05 Mar 2025, 17:45:15 UTC
Previous filing
21 Feb 2025
Next filing
25 Mar 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DDOG Class A Common Stock Sale $1,177,978 -10,167 -11% $115.86 82,324 03 Mar 2025 Direct F1, F2
transaction DDOG Class A Common Stock Conversion of derivative security $0 +25,000 +30% $0.000000 107,324 05 Mar 2025 Direct F3
transaction DDOG Class A Common Stock Sale $1,237,195 -10,900 -10% $113.50 96,424 05 Mar 2025 Direct F4, F5
transaction DDOG Class A Common Stock Sale $1,233,225 -10,758 -11% $114.63 85,666 05 Mar 2025 Direct F4, F6
transaction DDOG Class A Common Stock Sale $384,874 -3,342 -3.9% $115.16 82,324 05 Mar 2025 Direct F4, F7
holding DDOG Class A Common Stock 1,640 03 Mar 2025 By Trust F8
holding DDOG Class A Common Stock 6,541 03 Mar 2025 By Trust F9

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 -25,000 -15% $0.000000 143,728 05 Mar 2025 Class A Common Stock 25,000 Direct F3
holding DDOG Class B Common Stock 1,056,725 03 Mar 2025 Class A Common Stock 1,056,725 By Trust F3, F8
holding DDOG Class B Common Stock 603,459 03 Mar 2025 Class A Common Stock 603,459 By Trust F3, F9
holding DDOG Class B Common Stock 59,666 03 Mar 2025 Class A Common Stock 59,666 By Spouse F3, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 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 and performance-based restricted stock units, as well as any related brokerage commission fees.
F2 Effective January 1, 2025, the Reporting Person was appointed to the Issuer's Board of Directors, following his resignation as President effective December 31, 2024. In connection with the resignation, effective March 1, 2025, an aggregate of 103,176 shares of Class A Common Stock subject to restricted stock units were forfeited.
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.
F4 Shares sold pursuant to a 10b5-1 plan dated August 16, 2024.
F5 Price reported is a weighted-average sales price. The shares were sold at prices ranging from $113.06 to $114.05. 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 $114.07 to $115.05. 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 Price reported is a weighted-average sales price. The shares were sold at prices ranging from $115.09 to $115.27. 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.
F8 Shares are held directly by Agarwal 2018 Family Trust, of which the Reporting Person's spouse is Trustee.
F9 Shares are held directly by Agarwal 2019 Family Trust, of which the Reporting Person's spouse is Trustee.
F10 Shares are held by Reporting Person's spouse.