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Filing Details

Accession Number:: 0000899243-19-024283
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-09-25 21:17:08
Reporting Period:: 2019-09-23

Accepted Time:: 2019-09-25 21:17:08
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1561550	Datadog Inc.	DDOG	Services-Prepackaged Software (7372)	272825503

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1783518	Matthew Jacobson	C/O Iconiq Capital 394 Pacific Avenue, 2Nd Floor San Francisco CA 94111		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2019-09-23	199,500	$27.00	199,500	No	4	P	Indirect	See footnotes
Class A Common Stock	Acquisiton	2019-09-23	325,500	$27.00	325,500	No	4	P	Indirect	See footnotes
Common Stock	Disposition	2019-09-23	91,461	$0.00	0	No	4	J	Indirect	See footnotes
Common Stock	Disposition	2019-09-23	97,725	$0.00	0	No	4	J	Indirect	See footnotes
Common Stock	Disposition	2019-09-23	1,890,426	$0.00	0	No	4	J	Indirect	See footnotes
Common Stock	Disposition	2019-09-23	3,084,381	$0.00	0	No	4	J	Indirect	See footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See footnotes
No	4	P	Indirect	See footnotes
No	4	J	Indirect	See footnotes
No	4	J	Indirect	See footnotes
No	4	J	Indirect	See footnotes
No	4	J	Indirect	See footnotes

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
See Footnote	Series Seed Preferred Stock	Disposition	2019-09-23	150,852	$0.00	150,852	$0.00
See Footnote	Series Seed Preferred Stock	Disposition	2019-09-23	118,092	$0.00	118,092	$0.00
See Footnote	Series Seed Preferred Stock	Disposition	2019-09-23	317,388	$0.00	317,388	$0.00
See Footnote	Series Seed Preferred Stock	Disposition	2019-09-23	339,132	$0.00	339,132	$0.00
See Footnote	Series A Preferred Stock	Disposition	2019-09-23	67,032	$0.00	67,032	$0.00
See Footnote	Series A Preferred Stock	Disposition	2019-09-23	52,464	$0.00	52,464	$0.00
See Footnote	Series B Preferred Stock	Disposition	2019-09-23	71,688	$0.00	71,688	$0.00
See Footnote	Series B Preferred Stock	Disposition	2019-09-23	56,112	$0.00	56,112	$0.00
See Footnote	Series D Preferred Stock	Disposition	2019-09-23	11,043,852	$0.00	11,043,852	$0.00
See Footnote	Series D Preferred Stock	Disposition	2019-09-23	8,645,100	$0.00	8,645,100	$0.00
See Footnote	Series D Preferred Stock	Disposition	2019-09-23	4,120,260	$0.00	4,120,260	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2019-09-23	408,849	$0.00	408,849	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2019-09-23	436,857	$0.00	436,857	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2019-09-23	1,890,426	$0.00	1,890,426	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2019-09-23	3,084,381	$0.00	3,084,381	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2019-09-23	11,333,424	$0.00	11,333,424	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2019-09-23	8,871,768	$0.00	8,871,768	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2019-09-23	4,120,260	$0.00	4,120,260	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	No	4	C	Indirect
0	No	4	C	Indirect
0	No	4	C	Indirect
0	No	4	C	Indirect
0	No	4	C	Indirect
0	No	4	C	Indirect
0	No	4	C	Indirect
0	No	4	C	Indirect
0	No	4	C	Indirect
0	No	4	C	Indirect
0	No	4	C	Indirect
408,849	No	4	J	Indirect
436,857	No	4	J	Indirect
1,890,426	No	4	J	Indirect
3,084,381	No	4	J	Indirect
11,333,424	No	4	J	Indirect
8,871,768	No	4	J	Indirect
4,120,260	No	4	J	Indirect

Footnotes

Immediately prior to the closing of the Issuer's initial public offering, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
The shares are held by ICONIQ Strategic Partners III, L.P. ("ICONIQ III").
Iconiq Strategic Partners GP II, L.P. ("ICONIQ GP II") is the sole general partner of each of ICONIQ II, ICONIQ II-B and ICONIQ II Co-Invest. ICONIQ Strategic Partners II TT GP, Ltd. ("ICONIQ Parent GP II") is the sole general partner of ICONIQ GP II. Iconiq Strategic Partners GP III, L.P. ("ICONIQ GP III") is the sole general partner of each of ICONIQ III and ICONIQ III-B. ICONIQ Strategic Partners III TT GP, Ltd. ("ICONIQ Parent GP III") is the sole general partner of ICONIQ GP III. Iconiq Strategic Partners GP IV, L.P. ("ICONIQ GP IV") is the sole general partner of each of ICONIQ IV and ICONIQ IV-B. ICONIQ Strategic Partners IV TT GP, Ltd. ("ICONIQ Parent GP IV") is the sole general partner of ICONIQ GP IV. Divesh Makan ("Makan") and William J.G. Griffith ("Griffith") are the sole equity holders and directors of ICONIQ Parent GP II, ICONIQ Parent GP III and ICONIQ Parent GP IV.
The Reporting Person is a General Partner and a Managing Director at ICONIQ Capital. The Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his or its pecuniary interest therein, if any. This report shall not be deemed an admission that the Reporting Person is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
The shares are held by ICONIQ Strategic Partners III-B, L.P. ("ICONIQ III-B").
The shares are held by ICONIQ Strategic Partners IV, LP ("ICONIQ IV").
The shares are held by ICONIQ Strategic Partners IV-B, LP ("ICONIQ IV-B").
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.
All shares of Preferred Stock automatically converted into Common Stock on a 1:1 basis and were reclassified into shares of Class B Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering.
The shares are held by ICONIQ Strategic Partners II, LP ("ICONIQ II").
The shares are held by ICONIQ Strategic Partners II-B, LP ("ICONIQ II-B").
The shares are held by ICONIQ Strategic Partners II Co-Invest, L.P., DD Series ("ICONIQ II Co-Invest").
These shares were purchased from the underwriters at the closing of the Issuer's initial public offering.
Represents 91,461 shares of Common Stock that were reclassified into Class B Common Stock and 317,388 shares of Series Seed Preferred Stock that converted into Common Stock and then were reclassified into Class B Common Stock.
Represents 97,725 shares of Common Stock that were reclassified into Class B Common Stock and 339,132 shares of Series Seed Preferred Stock that converted into Common Stock and then were reclassified into Class B Common Stock.