DDOG Form 4: General Counsel disposes 3,958 Class A shares under 10b5-1 plan

Rhea-AI Filing Summary

Kerry Acocella, General Counsel and Secretary of Datadog, Inc. (DDOG) reported sales of Class A common stock on 09/05/2025 under a 10b5-1 trading arrangement. The filing lists three disposition transactions totaling 3,958 shares sold at weighted-average prices of $133.1231, $134.2487 and $135.6148, with reported share counts held after each sale of 96,777, 95,277 and 93,419, respectively. The trades were executed pursuant to a 10b5-1 plan modified on May 30, 2025, and the filer indicates the reported prices are weighted averages with ranges provided for each block of sales.

Positive

• None.

Negative

• Insider dispositions totaling 3,958 shares were reported, reducing direct holdings to 93,419 shares after the transactions
• Sales executed under a modified 10b5-1 plan, which removes timing discretion and may limit informational signal, but still represent reductions in insider stock ownership

Insights

Corporate Governance Expert

TL;DR: Routine insider sales under a modified 10b5-1 plan; no new governance red flags disclosed.

The transactions are dispositions executed under a Rule 10b5-1(c) plan modified on May 30, 2025, which typically signals preplanned, non-discretionary sales rather than opportunistic trading. The filing provides weighted-average prices and ranges, and shows sequential reductions in beneficial holdings to 93,419 shares after the reported sales. From a governance perspective, the disclosure is timely and includes the required explanatory detail; there is no indication in this Form 4 of undisclosed related-party transactions, loans, or unusual timing that would suggest abusive insider activity.

Securities Analyst

TL;DR: Small-volume insider dispositions, likely immaterial to company valuation but relevant to holder transparency.

The aggregate sale of 3,958 shares at prices in the low-mid $130s appears modest relative to large-cap market caps and does not on its face imply a material shift in insider conviction. The filer notes price ranges and offers to provide per-price breakdowns on request, which supports transparency. The filing does not include any derivative transactions or acquisitions that would materially affect ownership percentages beyond the disclosed decreases in direct holdings.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a 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). See Instruction 10.

1. Name and Address of Reporting Person^*

Acocella Kerry

(Last) (First) (Middle)

C/O DATADOG, INC.

620 8TH AVENUE, 45TH FLOOR

(Street)

NEW YORK NY 10018

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Datadog, Inc. [ DDOG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel and Secretary

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	09/05/2025		S(1)		600	D	$133.1231(2)	96,777	D
Class A Common Stock	09/05/2025		S(1)		1,500	D	$134.2487(3)	95,277	D
Class A Common Stock	09/05/2025		S(1)		1,858	D	$135.6148(4)	93,419	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares sold pursuant to a 10b5-1 plan modified pursuant to Rule 10b5-1(c)(1)(iv) on May 30, 2025.

2. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $132.60 to $133.57. 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.

3. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $134.02 to $134.56. 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.

4. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $135.11 to $136.10. 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.

Remarks:

	/s/ Kerry Acocella	09/09/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did Datadog (DDOG) report on this Form 4?

The Form 4 reports three sales on 09/05/2025 totaling 3,958 Class A shares by Kerry Acocella, executed under a 10b5-1 plan.

Were the sales executed under a Rule 10b5-1 plan?

Yes. The filing states the shares were sold pursuant to a 10b5-1 plan modified on May 30, 2025.

What prices were reported for the DDOG shares sold?

Weighted-average prices reported were $133.1231, $134.2487, and $135.6148; the filing also gives price ranges for each block of shares.

How many shares did Kerry Acocella own after the reported sales?

The filing shows beneficial ownership after the reported transactions of 96,777, 95,277, and 93,419 shares, respectively.

Does the Form 4 disclose any derivative transactions or purchases?

No. Table II (derivative securities) contains no reported acquisitions or dispositions in this filing.