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).
1. Name and Address of Reporting Person*
Index Ventures VI (Jersey) LP

(Last) (First) (Middle)
5TH FLOOR, 44 ESPLANADE

(Street)
ST. HELIER Y9 JE1 3FG

(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 X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/10/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 12/10/2019 C(1) 2,495,601 A $0.00(1) 2,495,601 D(2)
Class A Common Stock 12/10/2019 J(1) 1,309,685 D $0.00(1) 1,309,685 D(2)
Class A Common Stock 12/10/2019 C(3) 7,783,147 A $0.00(3) 7,783,147 D(4)
Class A Common Stock 12/10/2019 J(3) 3,891,573 D $0.00(3) 3,891,574 D(4)
Class A Common Stock 12/10/2019 C(5) 157,104 A $0.00(5) 157,104 D(6)
Class A Common Stock 12/10/2019 C(7) 138,508 A $0.00(7) 138,508 D(8)
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) 12/10/2019 C(1) 2,495,601 (9) (9) Class A Common Stock 2,495,601 $0.00 10,353,715 D(2)
Class B Common Stock (3) 12/10/2019 C(3) 7,783,147 (9) (9) Class A Common Stock 7,783,147 $0.00 31,132,589 D(4)
Class B Common Stock (5) 12/10/2019 C(5) 157,104 (9) (9) Class A Common Stock 157,104 $0.00 628,418 D(6)
Class B Common Stock (7) 12/10/2019 C(7) 138,508 (9) (9) Class A Common Stock 138,508 $0.00 559,689 D(8)
1. Name and Address of Reporting Person*
Index Ventures VI (Jersey) LP

(Last) (First) (Middle)
5TH FLOOR, 44 ESPLANADE

(Street)
ST. HELIER Y9 JE1 3FG

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Index Ventures Growth III (Jersey), L.P.

(Last) (First) (Middle)
5TH FLOOR, 44 ESPLANADE

(Street)
ST. HELIER Y9 JE1 3FG

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Index Ventures VI Parallel Entrepreneur Fund (Jersey) LP

(Last) (First) (Middle)
5TH FLOOR, 44 ESPLANADE

(Street)
ST. HELIER Y9 JE1 3FG

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Yucca (Jersey) SLP

(Last) (First) (Middle)
44 ESPLANADE

(Street)
ST. HELIER Y9 JE1 3FG

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Index Venture Growth Associates III Ltd

(Last) (First) (Middle)
5TH FLOOR, 44 ESPLANADE

(Street)
ST. HELIER Y9 JE1 3FG

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Index Venture Associates VI Ltd

(Last) (First) (Middle)
5TH FLOOR, 44 ESPLANADE

(Street)
ST. HELIER Y9 JE1 3FG

(City) (State) (Zip)
Explanation of Responses:
1. On December 10, 2019, Index Ventures Growth III (Jersey), L.P. ("Index Growth III") converted in the aggregate 2,495,601 shares of the Issuer's Class B Common Stock into 2,495,601 shares of the Issuer's Class A Common Stock. Subsequently on the same date, Index Growth III distributed in-kind, without consideration, 1,309,685 shares of Class A Common Stock pro-rata to its limited partners, in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended.
2. The shares are held by Index Growth III. Index Venture Growth Associates III Limited ("IVGA III") is the general partner of Index Growth III and disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by it for Section 16 or any other purpose.
3. On December 10, 2019, Index Ventures VI (Jersey), L.P. ("Index VI") converted in the aggregate 7,783,147 shares of the Issuer's Class B Common Stock into 7,783,147 shares of the Issuer's Class A Common Stock. Subsequently on the same date, Index VI distributed in-kind, without consideration, 3,891,573 shares of Class A Common Stock pro-rata to its partners, including its limited partners and its general partner, Index Venture Associates VI Limited ("IVA VI"), in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended. On the same date, IVA VI distributed in-kind, without consideration, the 972,893 shares of Class A Common Stock received in the Index VI distribution pro-rata to its shareholders, in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended.
4. The shares are held by Index VI. IVA VI is the general partner of Index VI and disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by it for Section 16 or any other purpose.
5. On December 10, 2019, Index Ventures VI Parallel Entrepreneur Fund (Jersey), L.P. ("Index VI Parallel") converted in the aggregate 157,104 shares of the Issuer's Class B Common Stock into 157,104 shares of the Issuer's Class A Common Stock.
6. The shares are held by Index VI Parallel. IVA VI is the general partner of Index VI Parallel and disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by it for Section 16 or any other purpose.
7. On December 10, 2019, Yucca (Jersey) SLP ("Yucca") converted in the aggregate 138,508 shares of the Issuer's Class B Common Stock into 138,508 shares of the Issuer's Class A Common Stock.
8. The shares are held by Yucca. Yucca is the administrator of the Index co-investment vehicles that are contractually required to mirror the relevant Fund's investment in the Issuer (in this case, Index Growth III, Index VI and Index VI Parallel). Each of IVGA III and IVA VI disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by it for Section 16 or any other purpose.
9. 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 earlier 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, and (ii) the tenth anniversary of the Issuer's initial public offering of its Class A Common Stock.
Remarks:
Index Ventures VI (Jersey) LP, By: Index Venture Associates VI Limited, as General Partner, By: /s/ Nigel Greenwood, Its: Director 12/12/2019
Index Ventures Growth III (Jersey), LP, By: Index Venture Growth Associates III Limited, as General Partner, By: /s/ Sinead Meehan, Its: Director 12/12/2019
Index Ventures VI Parallel Entrepreneur Fund (Jersey) LP, By: Index Venture Associates VI Limited, as General Partner, By: /s/ Nigel Greenwood, Its: Director 12/12/2019
Yucca (Jersey) SLP, By Intertrust Employee Benefit Services Limited, as authorized signatory of Yucca (Jersey) SLP in its capacity as Administrator of the Index Co-Investment Scheme, By: /s/ Sarah Earles, /s/ Nick McHardy, Its: Authorized Signatories 12/12/2019
Index Venture Growth Associates III Limited, By: /s/ Sinead Meehan, Its: Director 12/12/2019
Index Venture Associates VI Limited, By: /s/ Nigel Greenwood, Its: Director 12/12/2019
** 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.