DDOG Form 4: Shah Shardul disposes 7,916 Class A shares; trust holdings disclosed

Rhea-AI Filing Summary

Datadog, Inc. director Shah Shardul reported multiple sales of Class A common stock on 09/12/2025 under a pre-existing 10b5-1 trading plan dated June 14, 2024. The Form 4 shows four separate sale entries totaling 7,916 shares disposed at weighted-average prices ranging from $136.78 to $139.63, leaving the reporting person with indirect beneficial ownership of 372,365 Class A shares held in the 2019 Shah Family Trust. The filings state the shares are held indirectly by the trust and the reporting person disclaims Section 16 beneficial ownership except for any pecuniary interest. The Form 4 was signed by an attorney-in-fact on 09/16/2025.

Insights

Securities Analyst

TL;DR: Routine insider sales under a 10b5-1 plan; transaction details and remaining indirect ownership disclosed.

The Form 4 discloses systematic disposals of 7,916 Class A shares by a director under a 10b5-1 plan, with weighted-average sale prices reported in four ranges from $136.28 to $139.71. These sales were executed on a single date and the shares remain held indirectly in a family trust, with the reporting person disclaiming direct Section 16 beneficial ownership aside from any pecuniary interest. For investors, this is a standard compliance disclosure rather than a corporate action or governance change; the material fact is the reduction in indirect share count to 372,365 shares.

Corporate Governance Expert

TL;DR: Disclosure aligns with standard governance practices for pre-arranged insider trading plans.

The filing cites a 10b5-1 plan dated June 14, 2024, which explains the timing and grouping of sales. The report also clarifies that shares are owned by the 2019 Shah Family Trust and that the reporting person disclaims beneficial ownership except for any pecuniary interest. The clear explanation of weighted-average prices and availability of per-price sale details upon request supports transparency. There is no disclosure here of any amendment, acceleration, or other governance event.

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

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

1. Name and Address of Reporting Person^*

Shah Shardul

(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)
09/12/2025

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	09/12/2025		S(1)		2,563	D	$136.7811(2)	377,718	I	By Trust(3)
Class A Common Stock	09/12/2025		S(1)		2,480	D	$137.637(4)	375,238	I	By Trust(3)
Class A Common Stock	09/12/2025		S(1)		2,673	D	$138.7349(5)	372,565	I	By Trust(3)
Class A Common Stock	09/12/2025		S(1)		200	D	$139.625(6)	372,365	I	By Trust(3)
Class A Common Stock								2,106	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 dated June 14, 2024.

2. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $136.28 to $137.27. 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. The shares are held by the 2019 Shah Family Trust, of which Reporting Person is Trustee. The Reporting Person disclaims Section 16 beneficial ownership of these shares, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for Section 16 or any other purpose.

4. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $137.28 to $138.16. 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.

5. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $138.47 to $139.14. 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.

6. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $139.54 to $139.71. 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	09/16/2025
	** 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 sales of 7,916 Class A shares by director Shah Shardul on 09/12/2025, executed under a 10b5-1 plan.

At what prices were the DDOG shares sold by the reporting person?

Weighted-average sales prices are reported across four ranges: approximately $136.28–$137.27, $137.28–$138.16, $138.47–$139.14, and $139.54–$139.71, summarized as $136.78, $137.64, $138.73, and $139.63 respectively.

How many DDOG shares does the reporting person still beneficially own after these transactions?

Following the reported sales, the reporting person has indirect beneficial ownership of 372,365 Class A shares held by the 2019 Shah Family Trust.

Were these sales part of a pre-arranged trading plan?

Yes. The Form 4 states the shares were sold pursuant to a 10b5-1 plan dated June 14, 2024.

Does the reporting person claim direct beneficial ownership of the trust-held shares?

No. The reporting person disclaims Section 16 beneficial ownership of the trust-held shares except to the extent of any pecuniary interest.