Sean Walters
About Sean Walters
Datadog’s Chief Revenue Officer since January 2022, age 53, B.S. in Marketing from Rowan University; previously SVP of Worldwide Sales (2018–2021) with earlier sales leadership roles at Medallia, BMC Software, IBM, BEA Systems, and ADP . Executives are employed at-will, increasing retention risk if equity or market dynamics change . Company performance during his tenure: revenue rose to $2.684 billion in 2024 from $2.128 billion in 2023 and $1.675 billion in 2022; the value of a $100 investment in DDOG was 378 (2024), 321 (2023), 195 (2022) per SEC “Pay vs Performance” disclosures .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Datadog | SVP, Worldwide Sales | 2018–2021 | Scaled global sales prior to promotion to CRO |
| Medallia | Area VP & GM | 2017–2018 | General management and sales leadership in SaaS customer feedback |
| Medallia | Regional VP | 2015–2017 | Led regional sales execution |
| BMC Software | Sales roles | 2011–2013 | Enterprise software sales experience |
| IBM; BEA Systems; ADP | Sales roles | Earlier career | Enterprise sales foundation |
External Roles
- No public company board roles disclosed for Walters .
Fixed Compensation
| Year | Base Salary ($) | Target Bonus ($) | Actual Bonus Paid ($) | Actual Payout % |
|---|---|---|---|---|
| 2023 | 393,333 | 400,000 | 308,729 | 77% |
| 2022 | 360,000 | — | 256,990 | — |
Notes:
- 2023 base increased from $360,000 to $400,000 effective March 1, 2023 to align with peer benchmarks .
- CRO’s bonus is measured semi-annually vs sales-channel net new ARR; 29% paid mid-year 2023, final 77% paid March 2024 .
Performance Compensation
Annual Cash Bonus Design
| Metric | Scope | Target | Actual | Payout Mechanics |
|---|---|---|---|---|
| Net new ARR (CRO plan) | Sales channels under Walters’ oversight | 100% of internal sales target | 77% of target (2023) | Semi-annual measurement; accelerators above target; cap applies to NEOs other than CRO |
| Non-GAAP operating income guardrail | Company-wide (for other NEOs) | Must meet target | Achieved (2023) | Decelerators if below target (not applicable to CRO) |
PSU Award Design (Company-wide, includes CRO)
| Metric | Weighting | Target | Actual | Achievement | PSUs Earned | Vesting |
|---|---|---|---|---|---|---|
| Revenue (with non-GAAP operating income condition) | Not disclosed | $2,141,661k | $2,128,359k | 99% of target; 127% of FY22 revenue | 92% of target PSUs | Earned PSUs vest 25% on Mar 1, 2024, remainder in 12 equal quarterly installments |
2023 Equity Grants (Annual Review)
| Instrument | Grant Date | Shares (#) | Total Grant Date Fair Value ($) |
|---|---|---|---|
| Time-based RSUs | Apr 25, 2023 | 61,630 | Included in $7,727,169 total |
| Target PSUs | Apr 25, 2023 | 61,630 | Included in $7,727,169 total |
Vesting for 2023 RSUs and earned PSUs: 25% on Mar 1, 2024; remainder in 12 equal quarterly installments (June 1, Sept 1, Dec 1, Mar 1) subject to continued service .
Equity Ownership & Alignment
Beneficial Ownership (as of March 31, 2024)
| Holder | Class A Shares | % Ownership | Notes |
|---|---|---|---|
| Sean Walters | 24,512 | <1% | Includes shares/RSUs exercisable/vesting within 60 days per SEC rules |
Datadog prohibits hedging, short sales, purchasing on margin, and pledging of company stock, enhancing alignment (no pledging allowed) .
Outstanding Unvested Awards (as of Dec 31, 2023)
| Grant Date | Type | Unvested Shares (#) | Market Value ($) |
|---|---|---|---|
| Apr 12, 2020 | RSU | 3,750 | 455,175 |
| Feb 25, 2021 | RSU | 4,641 | 563,325 |
| Jul 27, 2021 | RSU | 7,354 | 892,629 |
| Feb 24, 2022 | RSU | 46,558 | 5,651,210 |
| Apr 27, 2022 | PSU (earned in prior period, service vesting) | 9,617 | 1,167,311 |
| Apr 25, 2023 | PSU (earned 2023) | 56,846 | 6,899,967 |
| Apr 25, 2023 | RSU | 61,630 | 7,480,649 |
- No stock options outstanding disclosed for Walters in the proxy tables (option columns blank) .
- Option/stock vested in 2023: 70,652 shares vested with $6,391,739 value realized; no option exercises reported .
Vesting Schedules (Excerpts)
- 2023 RSUs/earned PSUs: 25% on Mar 1, 2024; remaining 75% in 12 equal quarterly installments thereafter, subject to continuous service .
- Earlier RSUs include staged quarterly schedules for tranches granted in 2020–2023 .
Employment Terms
Executive Severance Agreement (CRO included)
| Scenario (as of Dec 29, 2023) | Base Salary Payment | Bonus Payment | Equity Acceleration | COBRA Premiums | Total |
|---|---|---|---|---|---|
| Termination without Cause or with Good Reason | $200,000 | $200,000 | — | $14,694 | $414,694 |
| Same, in connection with Change in Control (double trigger) | $400,000 | $400,000 | $16,210,299 | $29,389 | $17,039,688 |
Key provisions:
- Double-trigger CIC: 12 months base + 100% target bonus, COBRA for 12 months, and 100% vesting of outstanding and unvested equity awards excluding awards that vest based on performance; earned PSUs subject to service-based vesting acceleration per award agreements .
- At-will employment (no fixed term) .
- Clawback: incentive compensation subject to recoupment upon restatement .
- No excise tax gross-ups; single-trigger vesting acceleration is not provided .
Insider trading plans and selling pressure:
- Company disclosed Q3 2025 10b5-1 plan adoptions for certain officers (COO, CEO), including sell-to-cover provisions; no specific plan for Walters disclosed in that period .
Investment Implications
- Pay-for-performance alignment: CRO cash bonus is directly tied to net new ARR from sales channels; 2023 payout at 77% reflects disciplined linkage to growth execution and profitability guardrails used for other NEOs . PSU design ties long-term equity to revenue growth and non-GAAP operating income, with rigorous thresholds and capped upside (200%) .
- Equity overhang and vesting cadence: Large unvested RSU/PSU stack with quarterly vesting through 2026+ creates ongoing supply from potential sell-to-cover transactions, though hedging/pledging is prohibited, reducing alignment risk .
- Retention and CIC economics: At-will employment raises retention sensitivity to market cycles; CIC double-trigger package plus full acceleration of time-based awards could be value-significant (2023 estimate ~$17.0 million), implying strong retention incentives but potential overhang in a sale scenario .
- Ownership alignment: Walters’ direct beneficial ownership as disclosed (<1% of Class A) is modest relative to total outstanding; alignment comes primarily via unvested equity rather than large direct holdings .
- Governance and shareholder sentiment: Robust say-on-pay support in 2025 (469.3M for vs 18.4M against) suggests investor acceptance of program design emphasizing ARR and profitability balance .