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  4. [Form 4] Datadog, Inc. Insider Trading Activity

DDOG insider converts 8,333 Class B, sells 8,333 Class A

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Datadog (DDOG) insider activity: A director, through a family trust, converted 8,333 shares of Class B Common Stock into 8,333 shares of Class A Common Stock on 10/14/2025 (Transaction Code C), then sold 8,333 Class A shares the same day (Code S) at a weighted-average price of $160.547, under a Rule 10b5-1 trading plan dated December 12, 2024.

Following these transactions, the trust held 12,496 shares of Class A Common Stock indirectly, and the reporting person also held 19,612 shares of Class A Common Stock directly. The trust reported 268,042 shares of Class B Common Stock remaining. The sale price ranged from $160 to $160.63, and detailed trade breakdowns are available upon request.

Positive

  • None.

Negative

  • None.
Insider Callahan Michael James
Role Director
Sold 8,333 shs ($1.34M)
Type Security Shares Price Value
Conversion Class B Common Stock 8,333 $0.00 --
Conversion Class A Common Stock 8,333 $0.00 --
Sale Class A Common Stock 8,333 $160.547 $1.34M
holding Class A Common Stock -- -- --
Holdings After Transaction: Class B Common Stock — 268,042 shares (Indirect, By Trust); Class A Common Stock — 20,829 shares (Indirect, By Trust); Class A Common Stock — 19,612 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 The Shares are held by The Callahan-Thernstrom Family Trust, of which Reporting Person is Trustee. Shares sold pursuant to a 10b5-1 plan dated December 12, 2024. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $160 to $160.63. 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.
Form 4 Insider Transactions: What Each Field Means →
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
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*
Callahan Michael James
(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/14/2025
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 10/14/2025 C(1) 8,333 A $0 20,829 I By Trust(2)
Class A Common Stock 10/14/2025 S(3) 8,333 D $160.547(4) 12,496 I By Trust(2)
Class A Common Stock 19,612 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
Class B Common Stock (1) 10/14/2025 C 8,333 (1) (1) Class A Common Stock 8,333 $0 268,042 I By Trust(2)
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. The Shares are held by The Callahan-Thernstrom Family Trust, of which Reporting Person is Trustee.
3. Shares sold pursuant to a 10b5-1 plan dated December 12, 2024.
4. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $160 to $160.63. 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, Attorney-in-Fact 10/15/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did DDOG report on 10/14/2025?

A director converted 8,333 Class B shares into 8,333 Class A shares (Code C) and sold 8,333 Class A shares (Code S).

How many Datadog shares were sold and at what price?

8,333 Class A shares were sold at a weighted-average price of $160.547, within a range of $160 to $160.63.

Was the Datadog share sale under a 10b5-1 plan?

Yes. The sale was pursuant to a Rule 10b5-1 plan dated December 12, 2024.

What are the reporting person’s Datadog holdings after the transactions?

12,496 Class A shares indirectly via trust and 19,612 Class A shares directly; 268,042 Class B shares remain indirectly via trust.

What do the transaction codes mean for DDOG’s Form 4?

Code C denotes conversion of a derivative security; Code S denotes an open-market sale.

Who held the shares involved in the DDOG transactions?

The Class A shares were held and sold by The Callahan-Thernstrom Family Trust, with the reporting person as Trustee.