Datadog CPO sells shares to cover tax withholding

Datadog, Inc. Chief Product Officer Li Yanbing executed an open-market sale of 11,070 shares of Class A Common Stock on June 2, 2026 at a weighted-average price of $267.1544 per share.

Rhea-AI Filing Summary

Datadog, Inc. Chief Product Officer Li Yanbing executed an open-market sale of 11,070 shares of Class A Common Stock on June 2, 2026 at a weighted-average price of $267.1544 per share. According to the disclosure, the issuer required this sale solely to cover tax withholding obligations and related brokerage fees arising from the vesting of restricted stock units and performance-based restricted stock units, making it a tax-driven, not discretionary, transaction. Following the sale, Li beneficially owns 274,352 shares, which include 139 shares acquired under the company’s Employee Stock Purchase Plan on May 15, 2026.

Insider Trade Summary

Net Seller: 11,070 shares

Net Sell 1 txn

Insider Li Yanbing

Role Chief Product Officer

Sold 11,070 shs ($2.96M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	11,070	$267.1544	$2.96M

Holdings After Transaction: Class A Common Stock — 274,352 shares (Direct)

Footnotes (3)

1. F1. 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. F2. 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. F3. Includes 139 shares acquired on May 15, 2026 under the Issuers Employee Stock Purchase Plan.

Key Figures

Shares sold: 11,070 shares Weighted-average sale price: $267.1544 per share Post-transaction holdings: 274,352 shares +2 more

5 metrics

Shares sold 11,070 shares Open-market sale on June 2, 2026

Weighted-average sale price $267.1544 per share Class A Common Stock sale

Post-transaction holdings 274,352 shares Shares beneficially owned after sale

Price range $267.15–$268.44 Range of individual trade prices within the sale

ESPP shares 139 shares Acquired May 15, 2026 under Employee Stock Purchase Plan

Key Terms

restricted stock units, performance-based restricted stock units, weighted-average sales price, Employee Stock Purchase Plan

4 terms

restricted stock units financial

"cover applicable 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"

Employee Stock Purchase Plan financial

"Includes 139 shares acquired on May 15, 2026 under the Issuers Employee Stock Purchase Plan"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Datadog (DDOG) Chief Product Officer Li Yanbing report in this Form 4?

Li Yanbing reported selling 11,070 Datadog Class A shares in an open-market transaction. The sale was required by the company to cover tax withholding and brokerage fees triggered by vesting of stock-based awards.

Why did Datadog (DDOG) executive Li Yanbing sell 11,070 shares?

The sale was required to cover applicable tax withholding obligations and related brokerage fees from vesting restricted stock units and performance-based restricted stock units. This indicates the transaction was primarily tax-driven rather than a discretionary portfolio decision.

What price did Datadog (DDOG) shares sell for in Li Yanbing’s Form 4 transaction?

The reported weighted-average sales price was $267.1544 per share. Footnotes state the shares were sold in multiple trades at prices ranging from $267.15 to $268.44, with detailed breakdowns available upon request from the reporting person.

How many Datadog (DDOG) shares does Li Yanbing hold after this Form 4 sale?

After the transaction, Li Yanbing beneficially owns 274,352 Datadog Class A shares. This total includes 139 shares acquired on May 15, 2026 under the company’s Employee Stock Purchase Plan, as noted in the filing’s footnotes.

Was Li Yanbing’s Datadog (DDOG) share sale part of normal compensation events?

Yes. The filing states the company required selling only enough shares to cover tax withholding and commissions tied to vesting RSUs and performance-based RSUs. Such tax-related sales commonly accompany equity compensation vesting events for executives.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/04/2026 - 05:43 PM EDT Learn about SEC filing dates

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^*

Li Yanbing

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Product 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	06/02/2026		S(1)		11,070	D	$267.1544(2)	274,352(3)	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. 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. Includes 139 shares acquired on May 15, 2026 under the Issuers Employee Stock Purchase Plan.

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)