Were Adam Blitzer’s Datadog (DDOG) share sales made under a trading plan?

Yes. A footnote states the shares were sold pursuant to a Rule 10b5-1 trading plan. That plan was dated August 22, 2025, indicating the sales were pre-arranged rather than newly timed discretionary trades in Datadog stock.

Datadog (NASDAQ: DDOG) COO pre-planned sale of 25,844 shares for taxes

Filing Impact

(Very High)

Filing Sentiment

(Very Negative)

Form Type

Rhea-AI Filing Summary

Datadog, Inc. Chief Operating Officer Adam Blitzer reported open‑market sales of 25,844 shares of Class A Common Stock. The transactions occurred on June 2–3, 2026, at per‑share prices generally in the mid‑$200s, including a weighted‑average price of $267.1544 for a 13,642‑share block on June 2.

According to the footnotes, the company required Blitzer to sell only the number of shares needed to cover tax withholding obligations from vesting of restricted stock units and performance‑based restricted stock units, plus related commissions. The sales were executed under a pre‑arranged Rule 10b5‑1 trading plan dated August 22, 2025.

Insider Trade Summary 10b5-1

Net Seller: 25,844 shares ($6,686,333)

Net Sell 11 txns

Insider Blitzer Adam

Role Chief Operating Officer

Sold 25,844 shs ($6.69M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	562	$246.541	$139K
Sale	Class A Common Stock	3,500	$247.6877	$867K
Sale	Class A Common Stock	2,924	$248.6745	$727K
Sale	Class A Common Stock	2,270	$249.6982	$567K
Sale	Class A Common Stock	2,046	$250.3434	$512K
Sale	Class A Common Stock	200	$251.605	$50K
Sale	Class A Common Stock	200	$253.25	$51K
Sale	Class A Common Stock	200	$255.995	$51K
Sale	Class A Common Stock	200	$259.43	$52K
Sale	Class A Common Stock	100	$261.52	$26K
Sale	Class A Common Stock	13,642	$267.1544	$3.64M

Holdings After Transaction: Class A Common Stock — 275,411 shares (Direct, null)

Footnotes (1)

The Reporting Person was required by the Issuer to sell only the number of shares of common stock necessary to cover applicable tax withholding obligations realized upon the vesting of restricted stock units and performance-based restricted stock units, as well as any related brokerage commission fees. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $267.15 to $268.44. 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. Shares sold pursuant to a 10b5-1 plan dated August 22, 2025. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $246.04 to $246.69. 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. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $247.19 to $248.14. 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. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $248.20 to $249.15. 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. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $249.29 to $250.28. 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. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $250.29 to $250.62. 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. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $251.36 to $251.85. 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. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $255.95 to $256.04. 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.

Key Figures

Total shares sold: 25,844 shares June 2 block sale price: $267.1544/share Example June 3 sale price: $261.5200/share +2 more

5 metrics

Total shares sold 25,844 shares Net open-market sales reported for June 2–3, 2026

June 2 block sale price $267.1544/share Weighted-average price for 13,642-share sale on June 2, 2026

Example June 3 sale price $261.5200/share One 100-share open-market sale of Class A Common Stock

Price range footnote (high) $268.44/share Upper end of weighted-average price range for certain sales

Price range footnote (low) $246.04/share Lower end of another weighted-average price range for sales

Key Terms

restricted stock units, performance-based restricted stock units, weighted-average sales price, Rule 10b5-1 plan, +1 more

5 terms

restricted stock units financial

"tax withholding obligations realized upon the vesting of restricted stock units and performance-based restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

performance-based restricted stock units financial

"upon the vesting of restricted stock units and performance-based restricted stock units, as well as any related brokerage commission fees"

Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.

weighted-average sales price financial

"Price reported is a weighted-average sales price. The shares were sold at prices ranging from $267.15 to $268.44."

Rule 10b5-1 plan financial

"Shares sold pursuant to a 10b5-1 plan dated August 22, 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.

tax withholding obligations financial

"sell only the number of shares of common stock necessary to cover applicable tax withholding obligations realized upon the vesting"

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Form 4 Insider Transactions: What Each Field Means →

06/04/2026 - 05:43 PM

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).

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^*

Blitzer Adam

(Last)

(First)

(Middle)

C/O DATADOG, INC.

620 8TH AVENUE, 45TH FLOOR

(Street)

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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Operating Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/02/2026

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

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	06/02/2026		S⁽¹⁾		13,642	D	$267.1544⁽²⁾	275,973	D
Class A Common Stock	06/03/2026		S⁽³⁾		562	D	$246.541⁽⁴⁾	275,411	D
Class A Common Stock	06/03/2026		S⁽³⁾		3,500	D	$247.6877⁽⁵⁾	271,911	D
Class A Common Stock	06/03/2026		S⁽³⁾		2,924	D	$248.6745⁽⁶⁾	268,987	D
Class A Common Stock	06/03/2026		S⁽³⁾		2,270	D	$249.6982⁽⁷⁾	266,717	D
Class A Common Stock	06/03/2026		S⁽³⁾		2,046	D	$250.3434⁽⁸⁾	264,671	D
Class A Common Stock	06/03/2026		S⁽³⁾		200	D	$251.605⁽⁹⁾	264,471	D
Class A Common Stock	06/03/2026		S⁽³⁾		200	D	$253.25	264,271	D
Class A Common Stock	06/03/2026		S⁽³⁾		200	D	$255.995⁽¹⁰⁾	264,071	D
Class A Common Stock	06/03/2026		S⁽³⁾		200	D	$259.43	263,871	D
Class A Common Stock	06/03/2026		S⁽³⁾		100	D	$261.52	263,771	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The Reporting Person was required by the Issuer to sell only the number of shares of common stock necessary to cover applicable tax withholding obligations realized upon the vesting of restricted stock units and performance-based restricted stock units, as well as any related brokerage commission fees.

2. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $267.15 to $268.44. 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. Shares sold pursuant to a 10b5-1 plan dated August 22, 2025.

4. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $246.04 to $246.69. 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 $247.19 to $248.14. 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 $248.20 to $249.15. 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.

7. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $249.29 to $250.28. 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.

8. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $250.29 to $250.62. 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.

9. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $251.36 to $251.85. 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.

10. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $255.95 to $256.04. 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	06/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Datadog (DDOG) COO Adam Blitzer report in this Form 4?

Adam Blitzer reported multiple open-market sales of Datadog Class A Common Stock. Across June 2–3, 2026, he sold 25,844 shares in several transactions, as disclosed in the Form 4 insider trading report filed with the SEC.

How many Datadog (DDOG) shares did Adam Blitzer sell and on what dates?

The filing shows Adam Blitzer sold a total of 25,844 Datadog Class A shares. These open-market sales took place over two trading days, June 2 and June 3, 2026, in multiple separate transactions at different sale prices.

At what prices were Adam Blitzer’s Datadog (DDOG) shares sold?

Individual transactions were reported at prices mostly in the mid-$200s per share. One June 2, 2026 block of 13,642 shares carried a weighted-average sales price of $267.1544, and several June 3 trades used weighted-average prices within specified dollar ranges.

Why did Datadog COO Adam Blitzer sell these DDOG shares?

Footnotes explain the issuer required Blitzer to sell only enough shares to cover tax withholding obligations. Those obligations arose from vesting of restricted stock units and performance-based restricted stock units, plus any related brokerage commission fees on the sales.

Do the Datadog Form 4 sales reflect tax withholding for equity awards?

The Form 4 footnotes state Blitzer was required to sell only the number of shares needed. These covered applicable tax withholding obligations from vesting of restricted stock units and performance-based restricted stock units, along with any related brokerage commission fees.