STOCK TITAN

Datadog (DDOG) director sells 20,000 shares in Rule 10b5-1 trade

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Datadog, Inc. director Amit Agarwal reported a planned conversion and sale of shares held indirectly through a family trust. On April 1, 2026, the Agarwal 2018 Family Trust converted 20,000 shares of Class B Common Stock into 20,000 shares of Class A Common Stock and sold those Class A shares in an open-market transaction at $120.53 per share under a Rule 10b5-1 trading plan dated December 8, 2025.

Following the sale, that trust held 1,640 shares of Class A Common Stock. Separate indirect positions remain, including 603,464 shares of Class B Common Stock (convertible into the same number of Class A shares) held by a family trust where Agarwal’s spouse is trustee, and 53,063 shares of Class B Common Stock held by the spouse. Additional holdings include 6,541 shares of Class A Common Stock indirectly by trust and 27,999 shares of Class A Common Stock held directly.

Positive

  • None.

Negative

  • None.
Insider Agarwal Amit
Role Director
Sold 20,000 shs ($2.41M)
Type Security Shares Price Value
Conversion Class B Common Stock 20,000 $0.00 --
Conversion Class A Common Stock 20,000 $0.00 --
Sale Class A Common Stock 20,000 $120.53 $2.41M
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class B Common Stock — 510,059 shares (Indirect, By Trust); Class A Common Stock — 21,640 shares (Indirect, By Trust); Class A Common Stock — 27,999 shares (Direct)
Footnotes (1)
  1. 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. Shares are held directly by Agarwal 2018 Family Trust, of which the Reporting Person's spouse is Trustee. Shares sold pursuant to a 10b5-1 plan dated December 8, 2025. Shares are held directly by Agarwal 2019 Family Trust, of which the Reporting Person's spouse is Trustee. Shares are held by Reporting Person's spouse.
Shares converted 20,000 shares Class B to Class A conversion on April 1, 2026
Shares sold 20,000 shares Class A Common Stock sold in open market
Sale price $120.53 per share Open-market sale of 20,000 Class A shares
Trust Class A remaining 1,640 shares Class A Common Stock indirectly held by family trust after sale
Family trust Class B 603,464 shares Class B Common Stock indirectly held, convertible 1:1 into Class A
Spouse Class B 53,063 shares Class B Common Stock held by reporting person’s spouse
Indirect Class A by trust 6,541 shares Additional Class A Common Stock held indirectly by trust
Direct Class A holding 27,999 shares Class A Common Stock held directly by Amit Agarwal
Rule 10b5-1 plan financial
"Shares sold pursuant to a 10b5-1 plan dated December 8, 2025."
A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.
Class B Common Stock financial
"Each share of Class B Common Stock is convertible at any time."
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
Class A Common Stock financial
"Each share of Class B Common Stock is convertible into one share of Class A Common Stock."
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
Conversion of derivative security financial
"Transaction code C is described as Conversion of derivative security."
family trust financial
"Shares are held directly by Agarwal 2018 Family Trust, with spouse as Trustee."
SEC Form 4
FORM 4UNITED 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
Estimated average burden
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*
Agarwal Amit

(Last)(First)(Middle)
C/O DATADOG, INC.
620 8TH AVENUE, 45TH FLOOR

(Street)
NEW YORK NEW YORK 10018

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Datadog, Inc. [ DDOG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock04/01/2026C20,000A(1)21,640IBy Trust(2)
Class A Common Stock04/01/2026S(3)20,000D$120.531,640IBy Trust(2)
Class A Common Stock6,541IBy Trust(4)
Class A Common Stock27,999D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Common Stock(1)04/01/2026C20,000 (1) (1)Class A Common Stock20,000$0510,059IBy Trust(2)
Class B Common Stock(1) (1) (1)Class A Common Stock603,464603,464IBy Trust(4)
Class B Common Stock(1) (1) (1)Class A Common Stock53,06353,063IBy Spouse(5)
Explanation of Responses:
1. 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.
2. Shares are held directly by Agarwal 2018 Family Trust, of which the Reporting Person's spouse is Trustee.
3. Shares sold pursuant to a 10b5-1 plan dated December 8, 2025.
4. Shares are held directly by Agarwal 2019 Family Trust, of which the Reporting Person's spouse is Trustee.
5. Shares are held by Reporting Person's spouse.
Remarks:
/s/ Kerry Acocella, Attorney-in-Fact04/03/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Datadog (DDOG) director Amit Agarwal report?

Amit Agarwal reported his family trust converted 20,000 Class B shares into 20,000 Class A shares, then sold those 20,000 Class A shares at $120.53 each. The transaction was disclosed as an open-market sale executed on April 1, 2026.

Was the Datadog (DDOG) insider sale made under a Rule 10b5-1 plan?

Yes. The filing states the 20,000-share Class A sale was made pursuant to a Rule 10b5-1 trading plan dated December 8, 2025. Such pre-arranged plans are set in advance and are often used for routine, scheduled insider transactions.

How many Datadog (DDOG) shares did the Agarwal 2018 Family Trust hold after the sale?

After converting and selling 20,000 Class A shares, the Agarwal 2018 Family Trust held 1,640 shares of Datadog Class A Common Stock. These shares are reported as indirect ownership, with the director’s spouse serving as trustee for the family trust.

How many Datadog (DDOG) Class A shares does Amit Agarwal hold directly and indirectly?

The filing shows 27,999 shares of Class A Common Stock held directly, 1,640 Class A shares held indirectly by the family trust involved in the sale, and an additional 6,541 Class A shares held indirectly by another trust associated with the reporting person.

What does the conversion of Datadog (DDOG) Class B into Class A shares mean?

Each Datadog Class B share is convertible into one Class A share, with no expiration date. Class B generally carries higher voting power, so converting 20,000 Class B shares into Class A reduces that higher-vote position while creating standard-vote shares that can be sold.