Datadog, Inc.
For the period ended Apr 21, 2026. Filed Feb 27, 2026.
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Apr 21, 2026 · Filed Feb 27, 2026
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DEF 14A 1 d700416ddef14a.htm DEF 14A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No.)
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material Pursuant to § 240.14a-12 |
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(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box)
| ☒ | No fee required. |
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| ☐ | Fee paid previously with preliminary materials. |
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| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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New York, New York 10018
NOTICE OF SPECIAL MEETING OF STOCKHOLDERS
To Be Held on April 21, 2026
To the Stockholders of Datadog, Inc.:
On behalf of our board of directors, it is our pleasure to cordially invite you to attend the Special Meeting of Stockholders (the “Special Meeting”) of Datadog, Inc., a Delaware corporation (the “Company”). The Special Meeting will be held virtually, via live webcast atwww.virtualshareholdermeeting.com/DDOG2026SM, originating from New York, New York, on Tuesday, April 21, 2026, at 10:00 a.m., Eastern Time. Stockholders attending the virtual meeting will be afforded the same rights and opportunities to participate as they would at anin-person meeting. We believe hosting a virtual meeting enables participation by more of our stockholders, while lowering the cost of conducting the meeting. We encourage you to attend online and participate. We recommend that you log in a few minutes before 10:00 a.m., Eastern Time, on April 21, 2026, to ensure you are logged in when the Special Meeting starts.
The Special Meeting will be held for the following purposes:
| 1. | To approve the redomiciliation of the Company from the State of Delaware to the State of Nevada by conversion; and |
| 2. | To transact such other business as may properly come before the Special Meeting or any adjournment, postponement or continuation thereof. |
These items of business are more fully described in the Proxy Statement accompanying this Notice.
The record date for the Special Meeting, and any adjournment, postponement or continuation thereof, is February 24, 2026. Only stockholders of record at the close of business on that date may vote at the Special Meeting or any adjournment, postponement or continuation thereof.
By Order of the Board of Directors
Kerry Acocella
General Counsel and Secretary
New York, New York
February 27, 2026
Important Notice Regarding the Availability of Proxy Materials for the Special Stockholders’ Meeting to be Held on Tuesday, April 21, 2026, at 10:00 a.m., Eastern Time. The proxy statement is available at www.proxyvote.com.
You are cordially invited to attend the Special Meeting. Whether or not you expect to attend the Special Meeting, PLEASE VOTE YOUR SHARES. You may vote online at the Special Meeting or in advance of the Special Meeting through the internet, by telephone or, if you receive a paper proxy card in the mail, by mailing the completed proxy card. Voting instructions are provided in the Notice of Internet Availability of Proxy Materials or, if you receive a paper proxy card by mail, the instructions are printed on your proxy card. We encourage you to vote in advance of the Special Meeting, even if you plan to attend, to ensure your shares are represented.
Even if you have voted by proxy before the Special Meeting, you may still attend and vote online during the Special Meeting. Please note, however, that if your shares are held beneficially in the name of a broker, bank or other agent and you wish to vote at the Special Meeting, you must follow the instructions from such organization and will need to obtain a proxy issued in your name from that record holder.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.