Sec Form 4 Filing - CONTOUR VENTURE PARTNERS LP @ Datadog, Inc. - 2019-12-10

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
CONTOUR VENTURE PARTNERS LP
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)
(Last) (First) (Middle)
475 PARK AVENUE SOUTH, 6TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
12/10/2019
(Street)
NEW YORK, NY10016
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 J 1,128,406 ( 1 ) A $ 0 ( 1 ) 1,128,406 ( 1 ) D
Class A Common Stock 12/10/2019 J 1,128,406 ( 1 ) D $ 0 ( 1 ) 0 ( 1 ) ( 2 ) D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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 o f Shares
Class B Common Stock ( 3 ) 12/10/2019 J 1,128,406 ( 1 ) ( 2 ) ( 3 ) ( 3 ) Class A Common Stock 1,128,406 $ 0 4,513,628 D ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CONTOUR VENTURE PARTNERS LP
475 PARK AVENUE SOUTH, 6TH FLOOR
NEW YORK, NY10016
X
Contour Opportunity Fund, L.P.
475 PARK AVENUE SOUTH, 6TH FLOOR
NEW YORK, NY10016
X
Signatures
Contour Venture Partners, L.P. by /s/ Matt Gorin, Managing Partner 12/11/2019
Signature of Reporting Person Date
Contour Opportunity Fund, L.P., by /s/ Matt Gorin, Managing Partner 12/11/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Following the early lock-up expiration on December 6, 2019, twenty percent of the Reporting Persons' Class B Common Stock, which was previously subject to a one hundred eighty day lock-up restriction, was automatically released from such restriction and converted to Class A Common Stock (the "Converted Shares"), with 787,155 of the Converted Shares owned by Contour Venture Partners, L.P. and 341,251 of the Converted Shares owned by Contour Opportunity Fund, L.P.
( 2 )The Reporting Persons distributed the Converted Shares in a pro rata distribution to their limited partners.
( 3 )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.
( 4 )The shares are owned directly by Contour Venture Partners, L.P. and Contour Opportunity Fund, L.P., with 3,148,623 shares owned by Contour Venture Partners, L.P. and 1,365,005 shares owned by Contour Opportunity Fund, L.P. following the distribution of the Converted Shares.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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