Josh Silverman - Apr 1, 2023 Form 4 Insider Report for ETSY INC (ETSY)

Role: President & CEO, Director
Signature: /s/ Brittany Keen, as Attorney-in-Fact for Josh Silverman
Stock symbol: ETSY
Transactions as of: Apr 1, 2023
Transactions value $: -$1,015,330
Form type: 4
Date filed: 4/4/2023, 05:26 PM
Previous filing: Mar 30, 2023
Next filing: Apr 14, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ETSY	Common Stock	Options Exercise	$0	+16.5K	+15.37%	$0.00	124K	Apr 1, 2023	Direct	F1
transaction	ETSY	Common Stock	Tax liability	-$1.02M	-9.12K	-7.37%	$111.33	115K	Apr 1, 2023	Direct	F2
holding	ETSY	Common Stock						4.94K	Apr 1, 2023	By GST Trust	F3
holding	ETSY	Common Stock						16.9K	Apr 1, 2023	By Non-GST Trust	F4
holding	ETSY	Common Stock						42.3K	Apr 1, 2023	By Irrevocable Trust

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ETSY	Restricted Stock Units	Options Exercise	$0	-3.1K	-20%	$0.00	12.4K	Apr 1, 2023	Common Stock	3.1K		Direct	F5, F6
transaction	ETSY	Restricted Stock Units	Options Exercise	$0	-7.19K	-14.29%	$0.00	43.1K	Apr 1, 2023	Common Stock	7.19K		Direct	F5, F7
transaction	ETSY	Performance Stock Units	Options Exercise	$0	-6.2K	-33.34%	$0.00	12.4K	Apr 1, 2023	Common Stock	6.2K		Direct	F8, F9, F10

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Shares of common stock acquired upon the vesting of the restricted stock units and performance-based restricted stock units.
F2	This transaction reported represents the withholding of shares by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting and settlement of the restricted stock units and performance-based restricted stock units.
F3	These shares are held by the JGS 2018 Irrevocable GST Trust (the "GST Trust"). The Reporting Person's spouse is the trustee of the GST Trust. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
F4	These shares are held by the JGS 2018 Irrevocable Non-GST Trust (the "Non-GST Trust"). The Reporting Person's spouse is the trustee of the Non-GST Trust. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
F5	Represents restricted stock units which correspond 1-for-1 with common stock.
F6	The restricted stock units vest in 8 equal semi-annual installments, beginning on October 1, 2021, provided the Reporting Person remains continuously employed on each vesting date and has no expiration date.
F7	The restricted stock units vest in 8 equal semi-annual installments, beginning on October 1, 2022, provided the Reporting Person remains continuously employed on each vesting date and has no expiration date.
F8	Represents performance-based restricted stock units which correspond 1-for-1 with common stock.
F9	The earned performance-based restricted stock units vest in equal installments on each of April 1, 2023, 2024 and 2025, provided the Reporting Person remains continuously employed on each vesting date and has no expiration date.
F10	On March 2, 2023, the Reporting Person filed a Form 4 which inadvertently reported 7,290 restricted stock units earned under a performance-based restricted stock unit award based on the Issuer's satisfaction of certain performance criteria, instead of 18,592 restricted stock units. Any remaining restricted stock units subject to the performance award will be earned only upon the satisfaction of additional performance vesting criteria. The securities beneficially owned following the reported transaction has been adjusted to reflect the correct number of performance-based restricted stock units acquired.