DDOG insider sale notice: 24,982 vested RSUs/PSUs to be sold Sept 2, 2025

Rhea-AI Filing Summary

Datadog, Inc. (DDOG) filed a Form 144 notifying the proposed sale of 24,982 shares of Class A common stock, with an aggregate market value of $3,414,539.76. The shares represent a small portion of the 323,270,704 shares outstanding and are scheduled for sale on 09/02/2025 through Morgan Stanley Smith Barney LLC. The filer acquired the shares on 09/01/2025 as Restricted Stock Units and Performance Stock Units (RSUs/PSUs) that vested, and the consideration is recorded as compensation. The filing does not provide the identity or relationship of the person on whose behalf the securities are to be sold, nor any sales in the past three months.

Positive

• Securities originated from compensation (RSUs/PSUs), indicating structured equity grant rather than opportunistic market sale
• Brokered sale through a major firm (Morgan Stanley Smith Barney LLC), suggesting standard execution channels

Negative

• Filer identity/relationship is not provided, limiting transparency about insider status
• Large dollar amount reported ($3.41M) despite being a small percentage of outstanding shares, which could attract investor attention

Insights

Financial Analyst

TL;DR Insider-originated sale of vested equity for compensation; size is immaterial relative to outstanding shares and likely not market-moving.

The filing documents a proposed sale of 24,982 Class A shares valued at $3.41 million, executed via a broker on 09/02/2025. These shares arose from RSU/PSU vesting on 09/01/2025 and are recorded as compensation. As a percentage of the 323.27 million shares outstanding, the position is very small. The filing lacks information on the insider's role or relationship to the issuer, which limits assessment of any governance signal. Absent prior recent sales, this appears to be a routine disposition following vesting.

Corporate Governance Expert

TL;DR Routine post-vesting sale notice; missing identity of selling party limits governance interpretation.

The Form 144 indicates the sale stems from compensation-related vesting (RSUs/PSUs) and will be executed through Morgan Stanley Smith Barney LLC. The absence of the seller's name and relationship to Datadog prevents evaluation of potential signaling or pattern of insider sales. No sales in the prior three months are reported, which suggests no immediate red-flag trend. From a governance perspective, filing completeness (including filer identity) is important for transparency.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Common Stock	Morgan Stanley Smith Barney LLC Executive Services 200 W Civic Center Dr - 4th Floor Sandy UT 84070	24982	3414539.76	323270704	09/02/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Common Stock	09/01/2025	Restricted Stock Units and Performance Stock Units vesting	Issuer			24982	09/01/2025	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does Datadog (DDOG) report in this Form 144?

The filing notifies a proposed sale of 24,982 Class A shares valued at $3,414,539.76, scheduled for 09/02/2025.

How were the DDOG shares acquired that are being sold?

The shares were acquired on 09/01/2025 through the vesting of Restricted Stock Units and Performance Stock Units and are noted as compensation.

Which broker will handle the proposed DDOG sale?

The broker listed is Morgan Stanley Smith Barney LLC (Executive Services, Sandy, UT).

Does the filing show other DDOG sales in the past three months?

No; the Form 144 states "Nothing to Report" for securities sold during the past three months.

How significant is the sale relative to Datadog's outstanding shares?

The 24,982 shares represent a very small fraction of the 323,270,704 shares outstanding.