Datadog (DDOG) risk factors, 2025 10-K

Other

1. 01Risks Associated with our Growth
2. 02Unfavorable conditions in our industry or the global economy, or reductions in information technology spending, could limit our ability to grow our business and negatively affect our results of operations
3. 03Our recent rapid growth may not be indicative of our future growth. Our rapid growth also makes it difficult to evaluate our future prospects and may increase the risk that we will not be successful
4. 04Additional factors that may impact the growth of our revenue are described under Part I — Item 1. Business in this Annual Report on Form 10-K
5. 05We have a history of operating losses and may not sustain profitability in the future
6. 06We have a limited operating history at our current scale, which makes it difficult to forecast our future results of operations
7. 07We may require additional capital to support the growth of our business, and this capital might not be available on acceptable terms, if at all

Strategic and Operational Risks

1. 08Our business depends on our existing customers purchasing additional subscriptions and products from us and renewing their subscriptions. If our customers do not renew or expand their subscriptions with us, or decrease their spend on our products, our future operating results would be harmed
2. 09If we are unable to attract new customers, our business, financial condition and results of operations will be adversely affected
3. 10Failure to effectively develop and expand our sales and marketing capabilities could harm our ability to increase our customer base and achieve broader market acceptance of our products
4. 11could be required to fundamentally change our business activities and practices in response to a security breach or related regulatory actions or litigation, which could have an adverse effect on our business
5. 12Real or perceived errors, failures or bugs in our software could adversely affect our business, results of operations, financial condition and growth prospects
6. 13Interruptions or performance problems associated with our products and platform capabilities may adversely affect our business, financial condition and results of operations
7. 14We may not be able to successfully manage our growth, and if we are not able to grow efficiently, our business, financial condition and results of operations could be harmed
8. 15We rely upon third-party providers of cloud-based infrastructure to host our products. Any disruption in the operations of these third-party providers, limitations on capacity or interference with our use could adversely affect our business, financial condition and results of operations
9. 16We offer free trials and a free tier of our platform to drive developer awareness of our products, and encourage usage and adoption. If these marketing strategies fail to lead to customers purchasing paid subscriptions, our ability to grow our revenue will be adversely affected
10. 17We expect fluctuations in our financial results, making it difficult to project future results, and if we fail to meet the expectations of securities analysts or investors with respect to our results of operations, our stock price could decline
11. 18Seasonality may cause fluctuations in our sales and results of operations
12. 19Downturns or upturns in our sales may not be immediately reflected in our financial position and results of operations
13. 20We target enterprise customers, and sales to these customers involve risks that may not be present or that are present to a lesser extent with sales to smaller entities
14. 21If we fail to retain and motivate members of our management team or other key employees, or fail to attract additional qualified personnel to support our operations, our business and future growth prospects would be harmed
15. 22If we fail to maintain and enhance our brand, our ability to expand our customer base will be impaired and our business, financial condition and results of operations may suffer
16. 23If we cannot maintain our company culture as we grow, our success and our business and competitive position may be harmed
17. 24If we fail to offer high-quality support, our reputation could suffer
18. 25Acquisitions, strategic investments, partnerships, or alliances could be difficult to identify, pose integration challenges, divert the attention of management, disrupt our business, dilute stockholder value, and adversely affect our business, financial condition and results of operations

Industry and Competitive Risks

1. 26If we fail to adapt and respond effectively to rapidly changing technology, evolving industry standards, changing regulations, or to changing customer needs, requirements or preferences, our platform and products may become less competitive
2. 27The markets in which we participate are competitive, and if we do not compete effectively, our business, financial condition and results of operations could be harmed
3. 28The market for our solutions may develop more slowly or differently than we expect
4. 29We use artificial intelligence in our products and services which may result in operational challenges, legal liability, reputational harm, competitive risks and regulatory concerns that could adversely affect our business and results of operations

Legal and Regulatory Risks

1. 30Indemnity provisions in various agreements to which we are party potentially expose us to substantial liability for infringement, misappropriation or other violation of intellectual property rights, data protection and other losses
2. 31originating from the EEA, we may find it necessary to establish additional systems and processes to maintain such data in the EEA, which may involve substantial expense and distraction from other aspects of our business
3. 32We are subject to anti-corruption, anti-bribery, anti-money laundering, and similar laws, and non-compliance with such laws can subject us to criminal or civil liability and harm our business, financial condition and results of operations
4. 33Sales to government entities and highly regulated organizations are subject to a number of challenges and risks
5. 34We are subject to governmental export and import controls that could impair our ability to compete in international markets or subject us to liability if we violate the controls
6. 35If our channel partners fail to obtain appropriate import, export, or re-export licenses or permits, we may also be adversely affected through reputational harm, as well as other negative consequences, including government investigations and penalties
7. 36Any future litigation against us could be costly and time-consuming to defend
8. 37We are subject to risks related to our environmental, social, and governance practices and disclosures
9. 38We could be required to collect additional sales taxes or be subject to other tax liabilities that may increase the costs our clients would have to pay for our products and adversely affect our results of operations
10. 39Our ability to use our net operating losses to offset future taxable income may be subject to certain limitations
11. 40Changes in our effective tax rate or tax liability may have an adverse effect on our results of operations
12. 41Our reported financial results may be adversely affected by changes in accounting principles generally accepted in the United States
13. 42If our estimates or judgments relating to our critical accounting policies prove to be incorrect, our results of operations could be adversely affected

Risks Related to Intellectual Property

1. 43Any failure to obtain, maintain, protect or enforce our intellectual property and proprietary rights could impair our ability to protect our proprietary technology and our brand
2. 44We may become subject to intellectual property disputes, which are costly and may subject us to significant liability and increased costs of doing business
3. 45We use open source software in our products, which could negatively affect our ability to sell our services or subject us to litigation or other actions
4. 46Our current operations are international in scope, and we plan further geographic expansion, creating a variety of operational challenges
5. 47We are exposed to fluctuations in currency exchange rates, which could negatively affect our results of operations
6. 48Our international operations may subject us to potential adverse tax consequences

Risks Related to Ownership of Our Class A Common Stock

1. 49Our stock price may be volatile, and the value of our Class A common stock may decline
2. 50The dual class structure of our common stock has the effect of concentrating voting control with holders of our Class B common stock, including our executive officers, directors and their affiliates, which will limit the ability of holders of our Class A common stock to influence the outcome of important transactions
3. 51Future sales of our Class A common stock in the public market could cause the market price of our Class A common stock to decline
4. 52Our issuance of additional capital stock in connection with financings, acquisitions, investments, our equity incentive plans or otherwise will dilute all other stockholders
5. 53We do not intend to pay dividends for the foreseeable future
6. 54We are obligated to develop and maintain proper and effective internal controls over financial reporting, and any failure to maintain the adequacy of these internal controls may adversely affect investor confidence in our company and, as a result, the value of our Class A common stock
7. 55Anti-takeover provisions in our charter documents and under Delaware law could make an acquisition of our company more difficult, limit attempts by our stockholders to replace or remove our current management and limit the market price of our Class A common stock

Risks Related to Our Outstanding Notes

1. 56We may not have sufficient cash flow from our business to make payments on our significant debt when due, and we may incur additional indebtedness in the future
2. 57The conditional conversion feature of the Notes may adversely affect our financial condition and operating results
3. 58The capped call transactions may affect the value of the Notes and the market price of our Class A common stock
4. 59We are subject to counterparty risk with respect to the capped call transactions