Filing Details
- Accession Number:
- 0001209191-23-014677
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2023-03-02 16:28:46
- Reporting Period:
- 2023-02-28
- Accepted Time:
- 2023-03-02 16:28:46
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1370637 | Etsy Inc | ETSY | Services-Business Services, Nec (7389) | 000000000 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1525358 | Josh Silverman | C/O Etsy Inc. 117 Adams Street Brooklyn NY 11201 | President & Ceo | Yes | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2023-03-01 | 20,850 | $10.62 | 128,155 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2023-03-01 | 4,608 | $116.87 | 123,547 | No | 4 | S | Direct | |
| Common Stock | Disposition | 2023-03-01 | 9,387 | $117.78 | 114,160 | No | 4 | S | Direct | |
| Common Stock | Disposition | 2023-03-01 | 5,714 | $118.56 | 108,446 | No | 4 | S | Direct | |
| Common Stock | Disposition | 2023-03-01 | 1,081 | $119.61 | 107,365 | No | 4 | S | Direct | |
| Common Stock | Disposition | 2023-03-01 | 60 | $120.53 | 107,305 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Performance Stock Unit | Acquisiton | 2023-02-28 | 7,290 | $0.00 | 7,290 | $0.00 |
| Common Stock | Employee Stock Option (Right to Buy) | Disposition | 2023-03-01 | 20,850 | $0.00 | 20,850 | $10.62 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 7,290 | No | 4 | A | Direct | ||
| 2,025,950 | 2027-05-03 | No | 4 | M | Direct |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Common Stock | 4,942 | Indirect | By GST Trust |
| Common Stock | 16,886 | Indirect | By Non-GST Trust |
| Common Stock | 42,269 | Indirect | By Irrevocable Trust |
Footnotes
- This exercise and subsequent sales were made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 7, 2022, as amended on November 14, 2022.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $116.36 to $117.34, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.36 to $118.33, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $118.37 to $119.32, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $119.39 to $120.305, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- 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.
- 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.
- The Reporting Person has irrevocably elected to satisfy all withholding tax due upon the delivery of shares by authorizing Etsy, Inc. to withhold a sufficient amount of shares to satisfy such tax obligation.
- Units correspond 1-for-1 with common stock.
- Represents the number of shares earned under a performance-based restricted stock unit award (the "PSU") based on the Issuer's satisfaction of certain performance criteria of the award. In light of the performance-based vesting conditions of the award, such shares were not reportable under Section 16 until performance conditions were certified by the Compensation Committee as achieved (which occurred on February 28, 2023). The earned shares will vest as to 1/3 of the earned shares on each of April 1, 2023, 2024 and 2025 and have no expiration date. In addition, the PSUs being reported herein represent one-third of the total number of shares subject to the performance award. The remaining shares subject to the performance award will vest only upon the satisfaction of additional performance vesting criteria. Each PSU represents the contingent right to receive one share of common stock of the Issuer.
- These stock options are part of a grant that vested as to 25% on May 4, 2018 with the remainder vesting in 36 equal monthly installments subject to continued service on each vesting date.
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