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DDOG Form 4: Chief Revenue Officer divests $1.18M in stock

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

Rhea-AI Filing Summary

Datadog, Inc. (DDOG) – Form 4 insider transaction

Chief Revenue Officer Sean M. Walters reported the sale of 9,468 Class A common shares on 06/17/2025 at $125 per share, generating approximately $1.18 million in gross proceeds. The disposition was executed under a Rule 10b5-1 trading plan dated 12/10/2024, indicating the transaction was pre-scheduled and not based on contemporaneous, non-public information.

Following the sale, Walters’ direct holdings stand at 221,793 shares; he also reports 8 shares held indirectly “by Son.” No derivative securities transactions were disclosed, and no new awards were granted.

The filing represents routine portfolio diversification by a senior executive rather than a signal of operational change. Given Datadog’s multi-billion-dollar market capitalization, the divestiture equates to a modest percentage of outstanding insider ownership and is unlikely to materially affect the company’s share-price dynamics.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Pre-planned sale of ~9.5k DDOG shares by CRO; minimal strategic impact.

The Form 4 shows Sean Walters executed a Rule 10b5-1 sale of 9,468 shares at $125, roughly $1.18 million. Remaining direct stake of 221,793 shares demonstrates continued alignment with shareholders. Size is immaterial relative to Datadog’s average daily volume and market cap, so market impact should be negligible. No red flags on timing because the trade was scheduled months earlier. Overall, the disclosure is routine and does not alter the investment thesis.

TL;DR: Routine insider sale under 10b5-1; governance risk unchanged.

The filing meets Section 16 reporting requirements, with timely signature and clear 10b5-1 disclosure. The CRO retains a substantial equity position, supporting incentive alignment. No pattern of aggressive insider selling emerges, and the small indirect holding by a family member is properly disclosed. From a governance perspective, there is no adverse implication; transparency is adequate and controls appear effective.

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*
Walters Sean Michael

(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)
Chief Revenue Officer
3. Date of Earliest Transaction (Month/Day/Year)
06/17/2025
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 06/17/2025 S(1) 9,468 D $125 221,793 D
Class A Common Stock 8 I By Son
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 December 10, 2024.
Remarks:
/s/ Kerry Acocella, Attorney-in-Fact 06/18/2025
** 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

How many Datadog (DDOG) shares did CRO Sean Walters sell?

9,468 Class A shares were sold on 06/17/2025.

What was the sale price disclosed in the Form 4?

The shares were sold at $125 per share.

Was the transaction conducted under a Rule 10b5-1 plan?

Yes. The Form 4 notes the sale was made pursuant to a 10b5-1 plan dated 12/10/2024.

How many Datadog shares does Sean Walters still own?

After the sale, Walters directly owns 221,793 shares and indirectly owns 8 shares through his son.

Does this insider sale materially impact Datadog stock?

Given Datadog’s large market cap and the modest size of the sale, no material impact is expected.
Datadog, Inc.

NASDAQ:DDOG

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41.74B
322.51M
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3.79%
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