Form 4: Datadog Director Amit Agarwal Sells Approximately $3 Million in Class A Stock Under Pre-Arranged Plan

Datadog Director Amit Agarwal reported the sale of approximately $3 million worth of Class A common stock, executed under a pre-arranged 10b5-1 trading plan, alongside conversions and gifts of Class B and Class A shares.

Summary

• Datadog, Inc. (DDOG) Director Amit Agarwal reported multiple transactions involving Class A and Class B Common Stock.
• On June 2, 2025, Mr. Agarwal converted 3,304 shares of Class B Common Stock into Class A Common Stock.
• Also on June 2, 2025, 3,304 Class A shares were gifted from an indirect holding by spouse, and 3,304 Class A shares were gifted to a direct holding.
• Additionally, on June 2, 2025, 3,299 Class B shares and 5 Class B shares were gifted from indirect holdings by spouse and trust, respectively.
• On June 11, 2025, Mr. Agarwal sold a total of 25,000 shares of Class A Common Stock through three separate transactions.
• The sales were executed at weighted-average prices of $118.6946 (11,100 shares), $119.8829 (8,700 shares), and $120.3975 (5,200 shares).
• These sales were conducted pursuant to a Rule 10b5-1 trading plan established on August 16, 2024.
• Following these transactions, Mr. Agarwal directly holds 54,356 Class A Common Stock shares and indirectly holds additional Class A and Class B shares through trusts and his spouse.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly negative. While insider selling can be perceived negatively, the execution under a pre-arranged 10b5-1 plan mitigates concerns that the sales are based on new, adverse material information. The conversions and gifts are routine.

Positives

• The sales of Class A Common Stock were executed under a pre-arranged Rule 10b5-1 trading plan, indicating that the transactions were scheduled in advance and not based on new, undisclosed material information.
• Conversions of Class B to Class A Common Stock enhance the liquidity of the shares.

Negatives

• Insider selling, even when pre-planned, can sometimes be perceived negatively by the market, potentially leading to minor downward pressure on stock sentiment.

Risks

• Potential for minor negative market sentiment due to insider selling, despite the pre-planned nature of the transactions.

Future Outlook

NA

Industry Context

This Form 4 filing reflects routine insider trading activity for a director at a publicly traded technology company. Such pre-scheduled sales under Rule 10b5-1 plans are common for executives to manage personal finances and diversify holdings without implying new material non-public information.

Comparison to Industry Standards

• NA

Management Changes

Corporate Governance

Legal Proceedings

• NA

Related Party Transactions

• The document details shares held indirectly by the reporting person's spouse and by two family trusts (Agarwal 2018 Family Trust and Agarwal 2019 Family Trust), where the reporting person's spouse is the Trustee. These represent related party holdings.

Stakeholder Impact

• For shareholders, the sale of shares by a director, even under a 10b5-1 plan, might lead to a minor negative sentiment, though the pre-planned nature typically reduces significant concern. There is no direct impact on employees, customers, suppliers, or creditors from this filing.

Next Steps

• NA

Key Dates

Keywords

Datadog, DDOG, SEC Form 4, Insider Trading, Stock Sale, Amit Agarwal, 10b5-1 Plan, Class A Common Stock, Class B Common Stock, Director, Equity Transaction