Datadog Inc.

06/09/2023 | Press release | Distributed by Public on 06/09/2023 14:40

Submission of Matters to a Vote of Security Holders - Form 8-K

ddog-20230608

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 8, 2023

Datadog, Inc.
(Exact name of Registrant as Specified in Its Charter)
Delaware 001-39051 27-2825503
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
620 8th Avenue,
45th Floor
New York, NY 10018
(Address of Principal Executive Offices) (Zip Code)
(866) 329-4466
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange
on which registered
Class A Common Stock, par value $0.00001 per share DDOG The Nasdaq Stock Market LLC
(Nasdaq Global Select Market)
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 8, 2023, Datadog, Inc. (the "Company") held its Annual Meeting of Stockholders ("Annual Meeting"). At the Annual Meeting, the Company's stockholders voted on the three proposals set forth below. A more detailed description of each proposal is set forth in the Company's Proxy Statement filed with the Securities and Exchange Commission on April 21, 2023 (as supplemented on May 18, 2023, the "Proxy Statement").
Proposal 1 - Election of Directors
Olivier Pomel, Dev Ittycheria and Shardul Shah were each elected to serve as a Class I director of the Company's Board of Directors until the 2026 Annual Meeting of Stockholders and until her or his successor is duly elected or until her or his earlier resignation or removal, by the following votes:
Nominee Votes For Votes Withheld Broker Non-Votes
Olivier Pomel 424,634,895 4,357,949 42,409,640
Dev Ittycheria 368,594,005 60,398,839 42,409,640
Shardul Shah 355,779,004 73,213,840 42,409,640
Proposal 2 - Approval, on a Non-Binding, Advisory Basis, of the Compensation of the Company's Named Executive Officers
Shareholders approved, on an advisory basis, the compensation of the Company's named executive officers, as disclosed in the Proxy Statement, by the following votes:

Votes For Votes Against Votes Abstain Broker Non-Votes
411,377,610 16,355,741 1,259,493 42,409,640
Proposal 3 - Ratification of the Selection of Independent Registered Public Accounting Firm
The stockholders ratified the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 2023, by the following votes:
Votes For Votes Against Votes Abstain
470,331,424 162,751 908,309




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Datadog, Inc.
Dated: June 9, 2023
By: /s/ Kerry Acocella
Kerry Acocella
General Counsel