Sec Form 4 Filing - Index Ventures VI (Jersey) LP @ Datadog, Inc.

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

Index Ventures VI (Jersey) 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)

5TH FLOOR, 44 ESPLANADE

3. Date of Earliest Transaction (MM/DD/YY)
09/23/2019

(Street)

ST. HELIER, Y9JE1 3FG

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)
1.Title of Security (Instr. 3)	2. Transaction Date (MM/DD/YY)	2A. Deemed Execution Date, if any (MM/DD/YY)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	09/23/2019		J^{( 1 )}		853,776	D	$ 0	0	D ^{( 2 )}
Common Stock	09/23/2019		J^{( 1 )}		13,002	D	$ 0	0	D ^{( 3 )}

**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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	^{( 4 )}	09/23/2019		J^{( 1 )}		853,776		^{( 4 )}	^{( 4 )}	Class A Common Stock	853,776	$ 0	853,776	D ^{( 2 )}
Class B Common Stock	^{( 4 )}	09/23/2019		J^{( 1 )}		13,002		^{( 4 )}	^{( 4 )}	Class A Common Stock	13,002	$ 0	13,002	D ^{( 3 )}
Series Seed Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			2,897,346	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	2,897,346	$ 0	0	D ^{( 2 )}
Series B Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			221,328	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	221,328	$ 0	0	D ^{( 2 )}
Series C Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			835,680	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	835,680	$ 0	0	D ^{( 2 )}
Series D Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			8,288,724	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	8,288,724	$ 0	0	D ^{( 2 )}
Class B Common Stock	^{( 4 )}	09/23/2019		J^{( 5 )}		12,243,078		^{( 4 )}	^{( 4 )}	Class A Common Stock	13,096,854	$ 0	13,096,854	D ^{( 2 )}
Series A Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			19,356,168	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	19,356,168	$ 0	0	D ^{( 6 )}
Series B Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			7,259,472	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	7,259,472	$ 0	0	D ^{( 6 )}
Series C Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			10,949,568	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	10,949,568	$ 0	0	D ^{( 6 )}
Series D Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			1,350,528	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	1,350,528	$ 0	0	D ^{( 6 )}
Class B Common Stock	^{( 4 )}	09/23/2019		J^{( 5 )}		38,915,736		^{( 4 )}	^{( 4 )}	Class A Common Stock	38,915,736	$ 0	38,915,736	D ^{( 6 )}
Series A Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			390,708	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	390,708	$ 0	0	D ^{( 7 )}
Series B Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			146,532	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	146,532	$ 0	0	D ^{( 7 )}
Series C Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			221,016	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	221,016	$ 0	0	D ^{( 7 )}
Series D Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			27,264	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	27,264	$ 0	0	D ^{( 7 )}
Class B Common Stock	^{( 4 )}	09/23/2019		J^{( 5 )}		785,520		^{( 4 )}	^{( 4 )}	Class A Common Stock	785,520	$ 0	785,520	D ^{( 7 )}
Series Seed Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			44,121	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	44,121	$ 0	0	D ^{( 3 )}
Series A Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			249,960	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	249,960	$ 0	0	D ^{( 3 )}
Series B Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			97,104	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	97,104	$ 0	0	D ^{( 3 )}
Series C Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			154,128	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	154,128	$ 0	0	D ^{( 3 )}
Series D Preferred Stock	^{( 5 )}	09/23/2019		C^{( 5 )}			143,652	^{( 5 )}	^{( 5 )}	See footnote ^{( 5 )}	143,652	$ 0	0	D ^{( 3 )}
Class B Common Stock	^{( 4 )}	09/23/2019		J^{( 5 )}		688,965		^{( 4 )}	^{( 4 )}	Class A Common Stock	701,967	$ 0	701,967	D ^{( 3 )}

**Reporting Owners**
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Index Ventures VI (Jersey) LP 5TH FLOOR, 44 ESPLANADE ST. HELIER, Y9JE1 3FG		X
Index Ventures Growth III (Jersey), L.P. 5TH FLOOR, 44 ESPLANADE ST. HELIER, Y9JE1 3FG		X
Index Ventures VI Parallel Entrepreneur Fund (Jersey) LP 5TH FLOOR, 44 ESPLANADE ST. HELIER, Y9JE1 3FG		X
Yucca (Jersey) SLP 44 THE ESPLANADE ST. HELIER, Y9JE1 3FG		X
Index Venture Growth Associates III Ltd 5TH FLOOR, 44 ESPLANADE ST. HELIER, Y9JE1 3FG		X
Index Venture Associates VI Ltd 5TH FLOOR, 44 ESPLANADE ST. HELIER, Y9JE1 3FG		X

**Signatures**
Index Ventures VI (Jersey) LP, By: Index VentureAssociates VI Limited, as Managing General Partner,By: /s/ Nigel Greenwood, Its: Director		09/23/2019
Signature of Reporting Person		Date
Index Ventures Growth III (Jersey), LP, By: Index Venture Growth Associates III Limited, as Managing General Partner, By: /s/ Sinead Meehan, Its: Director		09/23/2019
Signature of Reporting Person		Date
Index Ventures VI Parallel Entrepreneur Fund (Jersey) LP, By: Index Venture Associates VI Limited, as Managing General Partner, By: /s/ Nigel Greenwood, Its: Director		09/23/2019
Signature of Reporting Person		Date
Yucca (Jersey) SLP, By: Intertrust Employee Benefit Services Limited, as authorized signatory of Yucca (Jersey) SLP in its capacity as Administrator of the Index Co-Investment Scheme, By: /s/ Sarah Earles, /s/ Luke Aubert, Its: Authorized Signatories		09/23/2019
Signature of Reporting Person		Date
Index Venture Growth Associates III Limited, By: /s/ Sinead Meehan, Its: Director		09/23/2019
Signature of Reporting Person		Date
Index Venture Associates VI Limited, By: /s/ Nigel Greenwood, Its: Director		09/23/2019
Signature of Reporting Person		Date

Explanation of Responses:

( 1 )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.
( 2 )The shares are held by Index Ventures Growth III (Jersey), L.P. ("Index Growth III"). Index Venture Growth Associates III Limited ("IVGA III") isthe managing general partner of Index Growth III and disclaims Section 16 beneficial ownership of such shares except to the extent of itspecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by it for Section 16 or any other purpose.
( 3 )The shares are held by Yucca (Jersey) SLP ("Yucca"). Yucca is the administrator of the Index co-investment vehicles that are contractuallyrequired to mirror the relevant Fund's investment in the issuer (in this case, Index Growth III, Index VI and Index VI Parallel). Each of IVGA IIIand IVA VI disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any, and this reportshall not be deemed an admission that such shares are beneficially owned by it for Section 16 or any other purpose.
( 4 )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.
( 5 )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.
( 6 )The shares are held by Index Ventures VI (Jersey), L.P. ("Index VI"). Index Venture Associates VI Limited ("IVA VI") is the managing generalpartner of Index VI and disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by it for Section 16 or any other purpose.
( 7 )The shares are held by Index Ventures VI Parallel Entrepreneur Fund (Jersey), L.P. ("Index VI Parallel"). IVA VI is the managing general partnerof Index VI Parallel and disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by it for Section 16 or any other purpose.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Sec Form 4 Filing - Index Ventures VI (Jersey) LP @ Datadog, Inc. - 2019-09-23