=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-07-02
10b5-1 Pre-arranged Plan: Yes
--- Issuer ---
Name: Datadog, Inc. (DDOG)
CIK: 0001561550
--- Reporting Owner ---
Name: Agarwal Amit
CIK: 0001540517
Role: Director
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Class A Common Stock
Date: 2026-07-02 | Code: C (Conversion of derivative)
Shares: +20,000
Shares Owned After: 21,640 | Ownership: I (Indirect) | Nature: By Trust
Footnotes:
[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] Shares are held directly by Agarwal 2018 Family Trust, of which the Reporting Person's spouse is Trustee.
[Transaction #2]
Security: Class A Common Stock
Date: 2026-07-02 | Code: S (Open market sale)
Shares: -900 | Price: $258.59
Total Value: $232,732.26
Shares Owned After: 20,740 | Ownership: I (Indirect) | Nature: By Trust
Footnotes:
[F3] Shares sold pursuant to a 10b5-1 plan dated March 13, 2026.
[F4] Price reported is a weighted-average sales price. The shares were sold at prices ranging from $258.13 to $259.00. 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.
[F2] Shares are held directly by Agarwal 2018 Family Trust, of which the Reporting Person's spouse is Trustee.
[Transaction #3]
Security: Class A Common Stock
Date: 2026-07-02 | Code: S (Open market sale)
Shares: -4,032 | Price: $259.70
Total Value: $1,047,118.46
Shares Owned After: 16,708 | Ownership: I (Indirect) | Nature: By Trust
Footnotes:
[F3] Shares sold pursuant to a 10b5-1 plan dated March 13, 2026.
[F5] Price reported is a weighted-average sales price. The shares were sold at prices ranging from $259.14 to $260.13. 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.
[F2] Shares are held directly by Agarwal 2018 Family Trust, of which the Reporting Person's spouse is Trustee.
[Transaction #4]
Security: Class A Common Stock
Date: 2026-07-02 | Code: S (Open market sale)
Shares: -6,557 | Price: $260.53
Total Value: $1,708,297.83
Shares Owned After: 10,151 | Ownership: I (Indirect) | Nature: By Trust
Footnotes:
[F3] Shares sold pursuant to a 10b5-1 plan dated March 13, 2026.
[F6] Price reported is a weighted-average sales price. The shares were sold at prices ranging from $260.14 to $261.13. 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.
[F2] Shares are held directly by Agarwal 2018 Family Trust, of which the Reporting Person's spouse is Trustee.
[Transaction #5]
Security: Class A Common Stock
Date: 2026-07-02 | Code: S (Open market sale)
Shares: -3,911 | Price: $261.53
Total Value: $1,022,836.79
Shares Owned After: 6,240 | Ownership: I (Indirect) | Nature: By Trust
Footnotes:
[F3] Shares sold pursuant to a 10b5-1 plan dated March 13, 2026.
[F7] Price reported is a weighted-average sales price. The shares were sold at prices ranging from $261.14 to $262.07. 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.
[F2] Shares are held directly by Agarwal 2018 Family Trust, of which the Reporting Person's spouse is Trustee.
[Transaction #6]
Security: Class A Common Stock
Date: 2026-07-02 | Code: S (Open market sale)
Shares: -2,000 | Price: $262.57
Total Value: $525,134.00
Shares Owned After: 4,240 | Ownership: I (Indirect) | Nature: By Trust
Footnotes:
[F3] Shares sold pursuant to a 10b5-1 plan dated March 13, 2026.
[F8] Price reported is a weighted-average sales price. The shares were sold at prices ranging from $262.18 to $263.06. 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.
[F2] Shares are held directly by Agarwal 2018 Family Trust, of which the Reporting Person's spouse is Trustee.
[Transaction #7]
Security: Class A Common Stock
Date: 2026-07-02 | Code: S (Open market sale)
Shares: -900 | Price: $263.80
Total Value: $237,417.12
Shares Owned After: 3,340 | Ownership: I (Indirect) | Nature: By Trust
Footnotes:
[F3] Shares sold pursuant to a 10b5-1 plan dated March 13, 2026.
[F9] Price reported is a weighted-average sales price. The shares were sold at prices ranging from $263.27 to $264.14. 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.
[F2] Shares are held directly by Agarwal 2018 Family Trust, of which the Reporting Person's spouse is Trustee.
[Transaction #8]
Security: Class A Common Stock
Date: 2026-07-02 | Code: S (Open market sale)
Shares: -879 | Price: $264.83
Total Value: $232,781.88
Shares Owned After: 2,461 | Ownership: I (Indirect) | Nature: By Trust
Footnotes:
[F3] Shares sold pursuant to a 10b5-1 plan dated March 13, 2026.
[F10] Price reported is a weighted-average sales price. The shares were sold at prices ranging from $264.28 to $265.27. 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.
[F2] Shares are held directly by Agarwal 2018 Family Trust, of which the Reporting Person's spouse is Trustee.
[Transaction #9]
Security: Class A Common Stock
Date: 2026-07-02 | Code: S (Open market sale)
Shares: -821 | Price: $265.64
Total Value: $218,094.55
Shares Owned After: 1,640 | Ownership: I (Indirect) | Nature: By Trust
Footnotes:
[F3] Shares sold pursuant to a 10b5-1 plan dated March 13, 2026.
[F11] Price reported is a weighted-average sales price. The shares were sold at prices ranging from $265.36 to $266.20. 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.
[F2] Shares are held directly by Agarwal 2018 Family Trust, of which the Reporting Person's spouse is Trustee.
--- Derivative Transactions ---
[Transaction #1]
Security: Class B Common Stock
Date: 2026-07-02 | Code: C (Conversion of derivative)
Shares: -20,000 | Price: $0.00
Shares Owned After: 310,059 | Ownership: I (Indirect) | Nature: By Trust
Footnotes:
[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.
[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.
[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] Shares are held directly by Agarwal 2018 Family Trust, of which the Reporting Person's spouse is Trustee.
--- Holdings ---
[Holding #1]
Security: Class A Common Stock
Ownership: I (Indirect)
Footnotes:
[F12] Shares are held directly by Agarwal 2019 Family Trust, of which the Reporting Person's spouse is Trustee.
[Holding #2]
Security: Class A Common Stock
Ownership: D (Direct)
[Holding #3]
Security: Class B Common Stock
Ownership: I (Indirect)
Footnotes:
[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.
[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.
[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.
[F12] Shares are held directly by Agarwal 2019 Family Trust, of which the Reporting Person's spouse is Trustee.
[Holding #4]
Security: Class B Common Stock
Ownership: I (Indirect)
Footnotes:
[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.
[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.
[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.
[F13] Shares are held by Reporting Person's spouse.
--- Footnotes (Complete Index) ---
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.
F10: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $264.28 to $265.27. 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.
F11: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $265.36 to $266.20. 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 directly by Agarwal 2019 Family Trust, of which the Reporting Person's spouse is Trustee.
F13: Shares are held by Reporting Person's spouse.
F2: Shares are held directly by Agarwal 2018 Family Trust, of which the Reporting Person's spouse is Trustee.
F3: Shares sold pursuant to a 10b5-1 plan dated March 13, 2026.
F4: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $258.13 to $259.00. 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 $259.14 to $260.13. 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 $260.14 to $261.13. 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 $261.14 to $262.07. 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: Price reported is a weighted-average sales price. The shares were sold at prices ranging from $262.18 to $263.06. 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 $263.27 to $264.14. 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.
--- Signature ---
/s/ /s/ Kerry Acocella, Attorney-in-Fact (2026-07-07)
