X0306 4 2019-09-23 0 0001561550 Datadog, Inc. DDOG 0001619710 ICONIQ STRATEGIC PARTNERS II, L.P. C/O ICONIQ CAPITAL 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 0001619682 ICONIQ STRATEGIC PARTNERS II-B, L.P. C/O ICONIQ CAPITAL 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 0001665116 ICONIQ Strategic Partners II Co-Invest, L.P., DD Series C/O ICONIQ CAPITAL 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 0001678064 ICONIQ Strategic Partners III, L.P. C/O ICONIQ CAPITAL 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 0001678109 ICONIQ Strategic Partners III-B, L.P. C/O ICONIQ CAPITAL 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 0001761434 ICONIQ Strategic Partners IV, L.P. C/O ICONIQ CAPITAL 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 0001761522 ICONIQ Strategic Partners IV-B, L.P. C/O ICONIQ CAPITAL 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 0001702932 ICONIQ Strategic Partners II GP, L.P. C/O ICONIQ CAPITAL 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 0001702831 ICONIQ Strategic Partners II TT GP, Ltd C/O ICONIQ CAPITAL 394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO CA 94111 0 0 1 0 Class A Common Stock 2019-09-23 4 P 0 199500 27.00 A 199500 D Class A Common Stock 2019-09-23 4 P 0 325500 27.00 A 325500 D Common Stock 2019-09-23 4 J 0 91461 0.00 D 0 D Common Stock 2019-09-23 4 J 0 97725 0.00 D 0 D Common Stock 2019-09-23 4 J 0 1890426 0.00 D 0 D Common Stock 2019-09-23 4 J 0 3084381 0.00 D 0 D Series Seed Preferred Stock 2019-09-23 4 C 0 150852 0.00 D See Footnote 150852 0 D Series Seed Preferred Stock 2019-09-23 4 C 0 118092 0.00 D See Footnote 118092 0 D Series Seed Preferred Stock 2019-09-23 4 C 0 317388 0.00 D See Footnote 317388 0 D Series Seed Preferred Stock 2019-09-23 4 C 0 339132 0.00 D See Footnote 339132 0 D Series A Preferred Stock 2019-09-23 4 C 0 67032 0.00 D See Footnote 67032 0 D Series A Preferred Stock 2019-09-23 4 C 0 52464 0.00 D See Footnote 52464 0 D Series B Preferred Stock 2019-09-23 4 C 0 71688 0.00 D See Footnote 71688 0 D Series B Preferred Stock 2019-09-23 4 C 0 56112 0.00 D See Footnote 56112 0 D Series D Preferred Stock 2019-09-23 4 C 0 11043852 0.00 D See Footnote 11043852 0 D Series D Preferred Stock 2019-09-23 4 C 0 8645100 0.00 D See Footnote 8654100 0 D Series D Preferred Stock 2019-09-23 4 C 0 4120260 0.00 D See Footnote 4120260 0 D Class B Common Stock 2019-09-23 4 J 0 408849 0.00 A Class A Common Stock 408849 408849 D Class B Common Stock 2019-09-23 4 J 0 436857 0.00 A Class A Common Stock 436857 436857 D Class B Common Stock 2019-09-23 4 J 0 1890426 0.00 A Class A Common Stock 1890426 1890426 D Class B Common Stock 2019-09-23 4 J 0 3084381 0.00 A Class A Common Stock 3084381 3084381 D Class B Common Stock 2019-09-23 4 J 0 11333424 0.00 A Class A Common Stock 11333424 11333424 D Class B Common Stock 2019-09-23 4 J 0 8871768 0.00 A Class A Common Stock 8871768 8871768 D Class B Common Stock 2019-09-23 4 J 0 4120260 0.00 A Class A Common Stock 4120260 4120260 D Immediately prior to the closing of the Issuer's initial public offering, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. The shares are held by ICONIQ Strategic Partners III, L.P. ("ICONIQ III"). Iconiq Strategic Partners GP II, L.P. ("ICONIQ GP II") is the sole general partner of each of ICONIQ II, ICONIQ II-B and ICONIQ II Co-Invest. ICONIQ Strategic Partners II TT GP, Ltd. ("ICONIQ Parent GP II") is the sole general partner of ICONIQ GP II. Iconiq Strategic Partners GP III, L.P. ("ICONIQ GP III") is the sole general partner of each of ICONIQ III and ICONIQ III-B. ICONIQ Strategic Partners III TT GP, Ltd. ("ICONIQ Parent GP III") is the sole general partner of ICONIQ GP III. Iconiq Strategic Partners GP IV, L.P. ("ICONIQ GP IV") is the sole general partner of each of ICONIQ IV and ICONIQ IV-B. ICONIQ Strategic Partners IV TT GP, Ltd. ("ICONIQ Parent GP IV") is the sole general partner of ICONIQ GP IV. Divesh Makan ("Makan") and William J.G. Griffith ("Griffith") are the sole equity holders and directors of ICONIQ Parent GP II, ICONIQ Parent GP III and ICONIQ Parent GP IV. The Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his or its pecuniary interest therein, if any. This report shall not be deemed an admission that the Reporting Person is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. The shares are held by ICONIQ Strategic Partners III-B, L.P. ("ICONIQ III-B"). The shares are held by ICONIQ Strategic Partners IV, LP ("ICONIQ IV"). The shares are held by ICONIQ Strategic Partners IV-B, LP ("ICONIQ IV-B"). 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. All shares of Preferred Stock automatically converted into Common Stock on a 1:1 basis and were reclassified into shares of Class B Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering. The shares are held by ICONIQ Strategic Partners II, LP ("ICONIQ II"). The shares are held by ICONIQ Strategic Partners II-B, LP ("ICONIQ II-B"). The shares are held by ICONIQ Strategic Partners II Co-Invest, L.P., DD Series ("ICONIQ II Co-Invest"). These shares were purchased from the underwriters at the closing of the Issuer's initial public offering. Represents 91,461 shares of Common Stock that were reclassified into Class B Common Stock and 317,388 shares of Series Seed Preferred Stock that converted into Common Stock and then were reclassified into Class B Common Stock. Represents 97,725 shares of Common Stock that were reclassified into Class B Common Stock and 339,132 shares of Series Seed Preferred Stock that converted into Common Stock and then were reclassified into Class B Common Stock. This Form 4 is the first of two Form 4's being filed relating to the same event. The Form 4 has been split into two filings because there are more than 10 Reporting Persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 Reporting Persons. Each Form 4 will be filed by Designated Filer ICONIQ Strategic Partners II, L.P. ICONIQ Strategic Partners II, L.P., By: ICONIQ Strategic Partners II GP, L.P., its General Partner, By: ICONIQ Strategic Partners II TT GP, Ltd, its General Partner, By: Kevin Foster, its Sr. VP, /s/ Kevin Foster 2019-09-25 ICONIQ Strategic Partners II-B, L.P., By: ICONIQ Strategic Partners II GP, L.P., its General Partner, By: ICONIQ Strategic Partners II TT GP, Ltd., its General Partner, By: Kevin Foster, its Sr. VP, /s/ Kevin Foster 2019-09-25 ICONIQ Strategic Partners II Co-Invest, L.P., By: ICONIQ Strategic Partners II GP, L.P., its General Partner, By: ICONIQ Strategic Partners II TT GP, Ltd., its General Partner, By: Kevin Foster, its Sr. VP, /s/ Kevin Foster 2019-09-25 ICONIQ Strategic Partners III, L.P., By: ICONIQ Strategic Partners III GP, L.P., its General Partner, By: ICONIQ Strategic Partners III TT GP, Ltd., its General Partner, By: Kevin Foster, its Sr. VP, /s/ Kevin Foster 2019-09-25 ICONIQ Strategic Partners III-B, L.P., By: ICONIQ Strategic Partners III GP, L.P., its General Partner, By: ICONIQ Strategic Partners III TT GP, Ltd., its General Partner, By: Kevin Foster, its Sr. VP, /s/ Kevin Foster 2019-09-25 ICONIQ Strategic Partners IV, L.P., By: ICONIQ Strategic Partners IV GP, L.P., its General Partner, By: ICONIQ Strategic Partners IV TT GP, Ltd., its General Partner, By: Kevin Foster, its Authorized Signatory, /s/ Kevin Foster 2019-09-25 ICONIQ Strategic Partners IV-B, L.P., By: ICONIQ Strategic Partners IV GP, L.P., its General Partner, By: ICONIQ Strategic Partners IV TT GP, Ltd., its General Partner, By: Kevin Foster, its Authorized Signatory, /s/ Kevin Foster 2019-09-25 ICONIQ Strategic Partners II GP, L.P., a Cayman Islands exempted limited partnership, By: ICONIQ Strategic Partners II TT GP, Ltd., a Cayman Islands exempted company, its General Partner, /s/ Kevin Foster 2019-09-25 ICONIQ Strategic Partners II TT GP, Ltd., a Cayman Islands exempted company, /s/ Kevin Foster 2019-09-25