
Olivier Pomel
About Olivier Pomel
Olivier Pomel is Datadog’s co‑founder and Chief Executive Officer, serving on the board since June 2010; he holds an M.S. in Computer Science from École Centrale Paris and is age 48 . Under his leadership in 2024, revenue reached $2.68B (+26% YoY) with 25% non‑GAAP operating margin; “say‑on‑pay” support was ~95% at the 2024 meeting, and a $100 investment’s cumulative value reached 378 as of YE 2024 per the pay‑versus‑performance table . Governance mitigants include a majority‑independent board and a lead independent director (Dev Ittycheria), while Pomel, as an executive director, is not independent and serves no board committee roles .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Wireless Generation (acquired by News Corp.) | VP of Technology | 2002–2010 | Led SaaS technology organization ahead of exit to News Corp., providing scaled product and engineering leadership experience . |
| IBM Research and other tech/software firms | Engineering roles | — | Deep technical grounding that underpins Datadog’s product/engineering execution . |
External Roles
- No external public‑company directorships disclosed for Mr. Pomel in the proxy statement .
Fixed Compensation
Three‑year reported compensation (Summary Compensation Table):
| Metric (USD) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary | $395,833 | $400,000 | $420,833 |
| Stock awards (grant‑date fair value) | $10,248,721 | $10,908,938 | $19,049,976 |
| Non‑equity incentive plan compensation | $306,873 | $335,546 | $371,295 |
| All other compensation | $297,815 (includes 2022 HSR filing/legal fees) | $450 | $450 |
| Total | $11,249,243 | $11,644,934 | $19,842,554 |
Additional context:
- 2024 base salary was raised to $425,000 effective March 1, 2024 (prorated in table) .
- Datadog does not provide excise tax gross‑ups, and prohibits hedging/pledging of stock .
Performance Compensation
Annual bonus design and 2024 outcome:
| Component | Metric(s) | Target | Actual | Payout | Notes |
|---|---|---|---|---|---|
| Annual cash bonus (2024) | Net new ARR (with decelerators if non‑GAAP operating income below target) | 100% of operating plan (min threshold at 50% attainment) | ~93% net new ARR; non‑GAAP OI target achieved | ~93% of target ($371,295 vs $400,000 target) | Target bonus opportunity 94% of salary ($400,000); payout capped at 200% . |
Long‑term equity (granted in 2024; 50% RSUs / 50% PSUs):
| Award | Grant date | Target shares | Earned | Vesting | Performance metric(s) |
|---|---|---|---|---|---|
| PSUs (2024) | 7/29/2024 | 80,775 | 93,145 (115% of target) | 25% on 3/1/2025; remainder in 12 equal quarterly installments through 2028, service‑based | FY24 revenue vs target with non‑GAAP OI threshold; FY24 revenue achieved 100.5% of target, 26% YoY . |
| RSUs (2024) | 7/29/2024 | 80,775 | n/a | 25% on 3/1/2025; remainder in 12 equal quarterly installments through 2028, service‑based | Time‑based only . |
Program structure and alignment:
- Annual cash and PSU metrics emphasize growth (net new ARR; revenue) with a profitability guardrail (non‑GAAP operating income), and payouts/PSU earn‑outs are capped at 200% to temper risk .
Equity Ownership & Alignment
Beneficial ownership and control (as of March 15, 2025):
| Holding | Shares | % class | Voting power impact |
|---|---|---|---|
| Class A common | 521,000 | <1% | 1 vote per share . |
| Class B common | 11,746,244 | 40.7% | 10 votes per share; Mr. Pomel holds ~19.4% of total voting power . |
Outstanding equity and vesting (as of 12/31/2024; close price $142.89):
| Instrument | Detail | Quantity | Status/Value |
|---|---|---|---|
| PSUs (earned for FY24 performance) | Earned at 115% on 2/25/2025; subject to service vesting | 93,145 | $13,309,489 market value at 12/31/2024 . |
| RSUs (2024 grant) | Time‑based | 80,775 | $11,541,940 market value at 12/31/2024 . |
| Stock options | 2015 grant (exercisable) | 901,440 @ $0.31 | Exp. 10/26/2025 . |
| Stock options | 2017 grant (exercisable) | 1,296,000 @ $0.91 | Exp. 10/24/2027 . |
| Stock options | 2019 grant (exercisable) | 1,500,000 @ $10.74 | Exp. 7/18/2029 . |
Insider selling and supply considerations:
- In 2024, Pomel exercised 1,802,880 options (value realized ~$221.6M) and saw $18.6M value on 145,034 shares vested from stock awards; recent 2024 grants vest quarterly beginning 3/1/2025, which may create periodic supply windows .
- Hedging, short sales, margin purchases, and pledging are prohibited by policy, reducing leverage‑related forced selling risks .
Employment Terms
Severance and change‑in‑control (CoC) framework:
| Scenario | Cash severance | Bonus | Equity acceleration | COBRA |
|---|---|---|---|---|
| Termination without cause or resignation for good reason | 6 months of base salary | 50% of annual target bonus | None | 6 months (or earlier if eligible elsewhere) . |
| CoC + qualifying termination (double trigger; within 3 months prior to or 12 months post‑CoC) | 12 months of base salary | 100% of annual target bonus | 100% of unvested time‑based equity; PSUs that are earned and certified follow this treatment | 12 months (or earlier if eligible elsewhere) . |
Illustrative potential payments if terminated on 12/31/2024:
| Scenario | Base salary | Bonus | Accelerated equity | COBRA | Total |
|---|---|---|---|---|---|
| Termination without cause/good reason | $212,500 | $200,000 | — | $14,787 | $427,287 |
| CoC + qualifying termination (double trigger) | $425,000 | $400,000 | $30,175,082 | $29,574 | $31,029,656 |
Other terms:
- Clawback policy compliant with SEC/Nasdaq requires recoupment of excess incentive compensation upon an accounting restatement (three‑year lookback) .
- 401(k) match up to $2,000; otherwise limited perquisites; hedging/pledging prohibited; no single‑trigger CoC vesting; no excise tax gross‑ups .
Board Governance
- Role: Class I director; term through the 2026 annual meeting; no committee service .
- Independence: Not independent (executive); majority of board is independent; lead independent director is Dev Ittycheria .
- Meetings: Board met five times in 2024; each director attended ≥75% of meetings; Pomel attended the 2024 annual meeting .
Performance & Track Record
- FY2024 revenue $2.68B (+26% YoY) with 25% non‑GAAP operating margin; customers ≥$1M ARR grew 17% YoY to 462 and ≥$100k ARR grew 13% YoY to ~3,610; platform expanded with Event Management and LLM Observability .
- TSR reference: $100 initial investment shown as 378 by YE2024 in the pay‑versus‑performance table (company TSR measure) .
Compensation Committee & Benchmarking
- Committee members: Michael Callahan (Chair), Titi Cole, Dev Ittycheria, Julie Richardson; all independent .
- Independent consultant: Compensia; committee concluded no conflicts; peer group includes Atlassian, Cloudflare, CrowdStrike, Dynatrace, Fortinet, HubSpot, MongoDB, Okta, Palantir, Snowflake, Splunk, The Trade Desk, Twilio, Unity, Veeva, Zoom, Zscaler (and more as listed) .
- 2024 say‑on‑pay support ~95% of votes cast .
Related‑Party Transactions, Hedging & Pledging
- The proxy includes indemnification agreements and a formal related‑party transactions review policy; no specific related‑party transactions beyond indemnification are described for the period .
- Hedging, short sales, margin purchases, derivative trading, and pledging of Datadog stock are prohibited for directors/officers/employees .
Investment Implications
- Strong founder alignment with control: Pomel holds ~19.4% of voting power via Class B shares (10 votes/share), anchoring long‑term orientation; however, dual‑class voting reduces minority holders’ influence .
- Pay‑for‑performance linkage is clear: cash bonuses tied to net new ARR with profit guardrails; PSUs tied to revenue growth with profit threshold; 2024 bonus paid at ~93% of target and PSUs earned at 115%, consistent with performance outcomes .
- Potential selling cadence: meaningful 2024 RSU/PSU grants begin vesting 3/1/2025 and quarterly thereafter; large 2024 option exercises indicate prior liquidity events; policy bans pledging/hedging, reducing leverage‑driven risks .
- Change‑in‑control economics are moderate (double‑trigger; ~$31.0M illustrative total) and exclude unearned PSUs, limiting windfalls while ensuring retention through a transaction .
- Governance mitigants: majority‑independent board and a lead independent director counterbalance executive insider influence; Pomel serves no board committees, preserving committee independence .