Form Type: 4

SEC EDGAR Link
Accession Number:0000899243-20-033088
Date:2020-12-04
Issuer: DATADOG, INC. (DDOG)
Original Submission Date:

Reporting Person:

ICONIQ STRATEGIC PARTNERS II, L.P.
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO, CA 94111

Reporting Person:

ICONIQ STRATEGIC PARTNERS II-B, L.P.
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO, CA 94111

Reporting Person:

ICONIQ STRATEGIC PARTNERS II CO-INVEST, L.P., DD SERIES
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO, CA 94111

Reporting Person:

ICONIQ STRATEGIC PARTNERS II GP, L.P.
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO, CA 94111

Reporting Person:

ICONIQ STRATEGIC PARTNERS II TT GP, LTD
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO, CA 94111

Reporting Person:

MAKAN DIVESH
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO, CA 94111

Reporting Person:

GRIFFITH WILLIAM J.G.
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR SAN FRANCISCO, CA 94111

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2020-12-04 J 1,048,293 d $0.00 118,591 f8 direct
CLASS A COMMON STOCK 2020-12-04 J 820,601 d $0.00 92,831 f8 direct
CLASS A COMMON STOCK 2020-12-04 J 379,668 d $0.00 40,016 f8 direct
CLASS A COMMON STOCK 2020-12-04 J 165,040 a $0.00 389,102 f9 direct
CLASS A COMMON STOCK 2020-12-04 J 165,128 a $0.00 389,302 f10 direct
CLASS A COMMON STOCK 2020-12-08 C 1,279,134 a $0.00 1,397,725 f8 direct
CLASS A COMMON STOCK 2020-12-08 C 1,001,302 a $0.00 1,094,133 f8 direct
CLASS A COMMON STOCK 2020-12-08 C 469,564 a $0.00 509,580 f8 direct
CLASS A COMMON STOCK 2020-12-08 S 90 d $96.70 509,490 f8 direct
CLASS A COMMON STOCK 2020-12-08 S 532 d $97.76 508,958 f8 direct
CLASS A COMMON STOCK 2020-12-08 S 746 d $98.64 508,212 f8 direct
CLASS A COMMON STOCK 2020-12-08 S 70 d $99.53 508,142 f8 direct
CLASS A COMMON STOCK 2020-12-04 0 $0.00 408,849 f14 direct
CLASS A COMMON STOCK 2020-12-04 0 $0.00 436,857 f15 direct
CLASS A COMMON STOCK 2020-12-04 0 $0.00 199,500 f16 direct
CLASS A COMMON STOCK 2020-12-04 0 $0.00 325,500 f17 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
CLASS B COMMON STOCK 0.0 2020-12-08 deemed execution date C 1,279,134 (d) class a common stock 1,279,134 $0.00 6,790,820 direct
CLASS B COMMON STOCK 0.0 2020-12-08 deemed execution date C 1,001,302 (d) class a common stock 1,001,302 $0.00 5,315,833 direct
CLASS B COMMON STOCK 0.0 2020-12-08 deemed execution date C 469,564 (d) class a common stock 469,564 $0.00 2,468,799 direct
CLASS B COMMON STOCK 0.0 2020-12-04 deemed execution date 0 ( ) class a common stock 1,890,426 $0.00 1,890,426 direct
CLASS B COMMON STOCK 0.0 2020-12-04 deemed execution date 0 ( ) class a common stock 3,084,381 $0.00 3,084,381 direct
Footnotes
IDfootnote
f1 on december 4, 2020, iconiq strategic partners ii, lp ("iconiq ii") distributed, for no consideration, in the aggregate 1,048,293 shares of the issuer's class a common stock (the "iconiq ii shares") to its limited partners and to iconiq ii gp, representing each such partner's pro rata interest in such iconiq ii shares. on the same date, iconiq ii gp distributed, for no consideration, the iconiq ii shares it received in the distribution by iconiq ii to its partners, representing each such partner's pro rata interest in such iconiq ii shares. all of the aforementioned distributions were made in accordance with the exemptions afforded by rules 16a-13 and 16a-9 of the securities exchange act of 1934, as amended.
f2 the shares are held by iconiq ii.
f3 on december 4, 2020, iconiq strategic partners ii-b, lp ("iconiq ii-b") distributed, for no consideration, in the aggregate 820,601 shares of the issuer's class a common stock (the "iconiq ii-b shares") to its limited partners and to iconiq ii gp, representing each such partner's pro rata interest in such iconiq ii-b shares. on the same date, iconiq ii gp distributed, for no consideration, the iconiq ii-b shares it received in the distribution by iconiq ii-b to its partners, representing each such partner's pro rata interest in such iconiq ii-b shares. all of the aforementioned distributions were made in accordance with the exemptions afforded by rules 16a-13 and 16a-9 of the securities exchange act of 1934, as amended.
f4 the shares are held by iconiq ii-b.
f5 on december 4, 2020, iconiq strategic partners ii co-invest, l.p., dd series ("iconiq ii co-invest") distributed, for no consideration, in the aggregate 379,668 shares of the issuer's class a common stock (the "iconiq ii co-invest shares") to its limited partners and to iconiq ii gp, representing each such partner's pro rata interest in such iconiq ii co-invest shares. on the same date, iconiq ii gp distributed, for no consideration, the iconiq ii co-invest shares it received in the distribution by iconiq ii co-invest to its partners, representing each such partner's pro rata interest in such iconiq ii co-invest shares. all of the aforementioned distributions were made in accordance with the exemptions afforded by rules 16a-13 and 16a-9 of the securities exchange act of 1934, as amended.
f6 the shares are held by iconiq ii co-invest.
f7 iconiq strategic partners ii gp, l.p. ("iconiq ii gp") 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 ii parent gp") is the sole general partner of iconiq ii gp. iconiq strategic partners iii gp, l.p. ("iconiq iii gp") is the sole general partner of each of iconiq iii and iconiq iii-b. iconiq strategic partners iii tt gp, ltd. ("iconiq iii parent gp") is the sole general partner of iconiq iii gp. iconiq strategic partners iv gp, l.p. ("iconiq iv gp") is the sole general partner of iconiq iv and iconiq iv-b. iconiq strategic partners iv tt gp, ltd. ("iconiq iv parent gp") is the general partner of iconiq iv gp. divesh makan ("makan") and william j.g. griffith ("griffith") are the sole equity holders and directors of iconiq ii parent gp and iconiq iii parent gp and makan, griffith and matthew jacobson are the sole equity holders and directors of iconiq iv parent gp.
f8 each of iconiq ii gp, iconiq ii parent gp, makan and griffith 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 its or his pecuniary interest therein, if any. this report shall not be deemed an admission that any of the reporting persons is a beneficial owner of such securities for the purpose of section 16 of the exchange act, or for any other purpose.
f9 these shares are held by makan through his family trust of which he is a trustee and another estate planning trust having an independent trustee. includes iconiq ii shares, iconiq ii-b shares and iconiq ii co-invest shares received in the distributions described in footnotes (1), (3) and (5) above as well as prior distributions.
f10 these shares are held by griffith through his family trust of which he is a trustee and another estate planning trust having an independent trustee. includes iconiq ii shares, iconiq ii-b shares and iconiq ii co-invest shares received in the distributions described in footnotes (1), (3) and (5) above as well as prior distributions.
f11 on december 8, 2020, iconiq ii converted in the aggregate 1,279,134 shares of the issuer's class b common stock into 1,279,134 shares of the issuer's class a common stock.
f12 on december 8, 2020, iconiq ii-b converted in the aggregate 1,001,302 shares of the issuer's class b common stock into 1,001,302 shares of the issuer's class a common stock.
f13 on december 8, 2020, iconiq ii co-invest converted in the aggregate 469,564 shares of the issuer's class b common stock into 469,564 shares of the issuer's class a common stock.
f14 the shares are held by iconiq strategic partners iii, lp ("iconiq iii").
f15 the shares are held by iconiq strategic partners iii-b, lp ("iconiq iii-b").
f16 the shares are held by iconiq strategic partners iv, l.p. ("iconiq iv").
f17 the shares are held by iconiq strategic partners iv-b, l.p. ("iconiq iv-b").
f18 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $96.23 - $97.22. the reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
f19 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $97.23 - $98.22. the reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
f20 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $98.23 - $99.22. the reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
f21 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $99.23 - $100.03. the reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
f22 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.
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