0001209191-19-050187.txt : 20190918 0001209191-19-050187.hdr.sgml : 20190918 20190918201716 ACCESSION NUMBER: 0001209191-19-050187 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190918 FILED AS OF DATE: 20190918 DATE AS OF CHANGE: 20190918 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Shah Shardul CENTRAL INDEX KEY: 0001783882 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39051 FILM NUMBER: 191100830 MAIL ADDRESS: STREET 1: C/O DATADOG, INC. STREET 2: 620 8TH AVENUE, 45TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10001 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Datadog, Inc. CENTRAL INDEX KEY: 0001561550 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 272825503 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 620 EIGHTH AVENUE, 45TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: 866-329-4466 MAIL ADDRESS: STREET 1: 620 EIGHTH AVENUE, 45TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2019-09-18 0 0001561550 Datadog, Inc. DDOG 0001783882 Shah Shardul C/O DATADOG, INC. 620 8TH AVENUE, 45TH FLOOR NEW YORK NY 10018 1 0 0 0 Common Stock 853776 I See footnote Common Stock 13002 I See footnote Series Seed Preferred Stock See footnotes 2897346 I See footnote Series B Preferred Stock See footnotes 221328 I See footnote Series C Preferred Stock See footnotes 835680 I See footnote Series D Preferred Stock See footnotes 8288724 I See footnote Series A Preferred Stock See footnotes 19356168 I See footnote Series B Preferred Stock See footnotes 7259472 I See footnote Series C Preferred Stock See footnotes 10949568 I See footnote Series D Preferred Stock See footnotes 1350528 I See footnote Series A Preferred Stock See footnotes 390708 I See footnote Series B Preferred Stock See footnotes 146532 I See footnote Series C Preferred Stock See footnotes 221016 I See footnote Series D Preferred Stock See footnotes 27264 I See footnote Series Seed Preferred Stock See footnotes 44121 I See footnote Series A Preferred Stock See footnotes 249960 I See footnote Series B Preferred Stock See footnotes 97104 I See footnote Series C Preferred Stock See footnotes 154128 I See footnote Series D Preferred Stock See footnotes 143652 I See footnote The Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the closing of the Issuer's initial public offering, (1) all shares of Preferred Stock will be automatically converted into shares of Common Stock on a 1:1 basis and (2) all shares of Common Stock shall then be reclassified into one share of Class B Common Stock on a 1:1 basis. After the completion of the Issuer's initial public offering, on any transfer of shares of Class B common stock, whether or not for value, each such transferred share will automatically convert into one share of Class A common stock, except for certain transfers described in the Issuer's amended and restated certificate of incorporation, including transfers for tax and estate planning purposes, so long as the transferring holder continues to hold sole voting and dispositive power with respect to the shares transferred. Additionally, the shares of Class B common stock will convert automatically into Class A common stock, on a 1:1 basis, upon the tenth anniversary of the Issuer's initial public offering. The shares are held by Index Ventures Growth III (Jersey), L.P. ("Index Growth III"). Index Venture Growth Associates III Limited ("IVGA III") is the managing general partner of Index Growth III. The Reporting Person is a partner within the Index Ventures group. Advisors within the Index Ventures group provide advice to each of Index Growth III, Index Ventures VI (Jersey) L.P. ("Index VI"), and Index Ventures VI Parallel Entrepreneur Fund (Jersey), L.P. ("Index VI Parallel" and together with Index Growth III and Index VI, the "Funds"). The Reporting Person disclaims Section 16 beneficial ownership of these securities, 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 securities for Section 16 or any other purpose. The shares are held by Yucca (Jersey) SLP ("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). The Reporting Person disclaims Section 16 beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose. The shares are held by Index VI. Index Venture Associates VI Limited ("IVA VI") is the managing general partner of Index VI. The Reporting Person disclaims Section 16 beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose. The shares are held by Index VI Parallel. IVA VI is the managing general partner of Index VI Parallel. The Reporting Person disclaims Section 16 beneficial ownership of these securities, 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 securities for Section 16 or any other purpose. Shardul Shah, by /s/ Ron A. Metzger, Attorney-in-Fact 2019-09-18 EX-24.3_873011 2 poa.txt POA DOCUMENT POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Kerry Acocella of Datadog, Inc. and Jodie M. Bourdet, Alison Haggerty, Nicole Brookshire and Ron A. Metzger of Cooley LLP, or any of them signing singly, with full power of substitution, the undersigned's true and lawful attorney in fact to: (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID Application to Obtain EDGAR Access Codes and any other forms necessary to generate EDGAR codes on my behalf enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC; (2) execute for and on behalf of the undersigned, in the undersigned's capacity as a director, officer and/or a 10% stockholder of Datadog, Inc. (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney in fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney in fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney in fact may approve in such attorney in fact's discretion. The undersigned hereby grants to such attorney in fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney in fact, or such attorney in fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. This Power of Attorney shall remain in full force and effect until either the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company or unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys in fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 22nd day of July, 2019. /s/ Shardul Shah