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Etsy Inc 8-K Filings

ETSY NYSE

Every 8-K that Etsy Inc (ETSY) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow ETSY and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ETSY filings page.

Rhea-AI Summary

Etsy, Inc. reported Q2 2026 Etsy marketplace GMS of $2.6 billion, up 7.5% year over year, and revenue of $668 million, up 9.3%. Revenue take rate was 25.9%. Net income from continuing operations rose to $114.3 million, while Adjusted EBITDA reached $195.4 million with a 29.2% margin.

The company announced a Restructuring Plan that will reduce headcount by about 220 employees (roughly 12%), incurring an estimated $35 million in charges and leaving about 1,600 staff. Etsy’s board authorized an additional $2 billion stock repurchase program, following Q2 buybacks of 3.9 million shares for $250 million and supported by $1.3 billion in cash and investments as of June 30, 2026. For Q3 2026, Etsy guides GMS of $2.53–$2.58 billion (4–6% growth) and Adjusted EBITDA margin of 28–30%, with full-year GMS expected to grow in the mid-single digits and Adjusted EBITDA margin of 29–30%.

Rhea-AI Summary

Etsy, Inc. completed the sale of its wholly owned subsidiary Depop Limited to eBay Inc. on July 30, 2026, for aggregate consideration of approximately $1.4 billion in cash, reflecting a $1.2 billion base purchase price plus $200 million of net purchase price adjustments and interest. Etsy also executed a second amendment to its 2023 Credit Agreement to permit this disposition. The transaction closed after satisfaction of required regulatory approvals.

Etsy classifies Depop as a discontinued operation under U.S. GAAP and provides unaudited pro forma consolidated financial statements prepared under Article 11 of Regulation S-X. On a pro forma basis as of March 31, 2026, the Depop sale significantly increases cash balances and substantially reduces Etsy’s stockholders’ deficit, while historical results for 2023–2025 are recast to exclude Depop. Etsy states it plans to use the proceeds for general corporate purposes aligned with its capital allocation strategy, including accelerating its share repurchase program.

Rhea-AI Summary

Etsy, Inc. entered into a Second Amendment with eBay Inc. to the agreement for eBay to acquire all equity interests of Depop Limited, Etsy’s wholly owned subsidiary. The UK Competition and Markets Authority cleared the transaction on July 15, 2026, and the parties now expect closing on July 30, 2026.

The closing date is fixed as the later of July 30, 2026 or the second business day after all conditions are satisfied or waived. For key closing conditions on representations, covenants and material adverse effect, only events from and after July 12, 2026 that are intentional acts or omissions by Etsy or Depop with actual knowledge of their impact may be considered.

The Second Amendment revises purchaser termination economics. In addition to previously disclosed termination fees of $90 million and $70 million, an additional fee is now $68 million if the agreement is validly terminated after June 30, 2026 but on or before July 15, 2026, and $158 million if terminated after July 15, 2026 (other than for specified Etsy breaches or fraud). Purchase price adjustments (excluding transaction expenses) will be measured as of 12:01 a.m. GMT on July 17, 2026, the new Lockbox Date, with the purchaser paying interest on the closing purchase price at SOFR plus 0.40% per annum from that date until closing, subject to protections against value leakage from Depop.

Rhea-AI Summary

Etsy, Inc. reported results of its 2026 Annual Meeting of Stockholders held on June 9, 2026. Stockholders elected Class II directors M. Michele Burns, Josh Silverman, and Fred Wilson to serve until the 2029 annual meeting, with each receiving strong support in the vote totals.

Stockholders approved, on an advisory basis, the compensation of Etsy’s named executive officers and ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026. They also approved an amendment to Etsy’s 2024 Equity Incentive Plan and rejected a stockholder proposal to adopt majority voting, which will keep the company’s existing voting standard in place.

Rhea-AI Summary

Etsy, Inc. has signed a new letter agreement with eBay Inc. adjusting terms of the planned sale of Depop Limited. eBay previously agreed to acquire all outstanding equity of Depop for approximately $1.2 billion, with the price subject to capped adjustments for certain pre‑closing investments and other agreed items.

The transaction is now expected to close by the end of the third quarter of 2026, later than the prior expectation of the second quarter. The purchase agreement requires eBay to pay Etsy a $90 million termination fee if regulatory clearances are not achieved and, in certain other termination scenarios, an additional $70 million fee.

The new letter agreement is designed to support continued investment in Depop during the extended pre‑closing period. It also provides for an additional fee payable by eBay to Etsy if the purchase agreement is validly terminated (other than for certain willful breaches or fraud by Etsy), ranging from $0 if termination occurs on or before June 15, 2026 to $136 million if termination occurs after July 31, 2026.

Rhea-AI Summary

Etsy, Inc. reported stronger first quarter 2026 results while reshaping its portfolio and reaffirming its capital strategy. Etsy marketplace gross merchandise sales were $2.46 billion, up 5.5% year-over-year, and revenue was $631.3 million, up 7.6% for the Etsy marketplace.

Net income from continuing operations improved to $104.7 million from a prior-year loss, with Adjusted EBITDA of $184.7 million and a 29.3% margin. The company agreed to sell Depop to eBay for $1.2 billion and had cash, cash equivalents and investments of about $1.6 billion as of March 31, 2026.

Etsy repurchased $145 million of stock (about 2.7 million shares) in the quarter and expects Etsy marketplace GMS to grow in the low single digits for 2026, with Q2 2026 GMS guided to $2.48–$2.53 billion and full-year Adjusted EBITDA margin guided to 28–30%.

Rhea-AI Summary

Etsy, Inc. reported fourth quarter 2025 revenue of $881.6 million, up 3.5% year-over-year, with Gross Merchandise Sales (GMS) of $3.59 billion, down 3.8% as reported due to the earlier sale of Reverb. Net income for the quarter was $110.7 million, and adjusted EBITDA was $222.5 million for a margin of 25.2%. For full year 2025, revenue reached $2.88 billion and net income was $163.0 million, both modestly higher on revenue but lower on profit versus 2024 as margins compressed.

Etsy ended the year with $1.8 billion in cash, cash equivalents, and investments and continued buybacks, repurchasing $133 million of stock in the quarter. The company signed an agreement to sell Depop to eBay for $1.2 billion in cash, expected to close in the second quarter of 2026, after which Depop will be treated as discontinued operations. For first quarter 2026, Etsy guides GMS of $2.38–$2.43 billion, a take rate of about 25.5%, and adjusted EBITDA margin of roughly 28–30%, and it expects slight GMS growth for full year 2026 with positive year-over-year comparisons in every quarter.

Rhea-AI Summary

Etsy, Inc. has signed a definitive agreement to sell its wholly owned subsidiary Depop Limited to eBay Inc. for approximately $1.2 billion in cash, subject to working capital, cash, debt, transaction expense and equity-award adjustments.

The deal is expected to close in the second quarter of 2026, provided specified antitrust approvals are received and other customary closing conditions are met, including no continuing material adverse effect on Depop and certain key employee retention conditions. If antitrust approvals are not obtained or certain antitrust remedies are imposed, eBay must pay Etsy a $90 million termination fee, with an additional $70 million payable to Etsy upon certain other termination events. Etsy states it plans to use sale proceeds for general corporate purposes, continued share repurchases, and investment in its core Etsy marketplace.

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Rhea-AI Summary

Etsy, Inc. reported several corporate governance and capital allocation actions. The board approved a new share repurchase authorization for up to $750 million of common stock, with no expiration date, allowing buybacks through open market purchases, private deals, tender offers, or Rule 10b5-1 trading plans. The actual pace and size of repurchases will depend on factors such as stock price, trading volume, working capital needs, and overall business conditions.

Etsy’s board also amended and restated its bylaws, enhancing and clarifying procedures and disclosure requirements for shareholder director nominations and updating rules around shareholder and board meetings. In addition, the board appointed Fred Wilson, currently Chair, as Lead Independent Director, effective January 1, 2026, in connection with the previously announced transition where Kruti Patel Goyal becomes Chief Executive Officer and Josh Silverman becomes Executive Chair on that date.

Rhea-AI Summary

Etsy, Inc. filed a current report to furnish a press release announcing its financial results for the quarter ended September 30, 2025. The press release is included as Exhibit 99.1 and provides the detailed quarterly figures and commentary. The company notes that the information in Item 2.02 and Exhibit 99.1 is being furnished, not filed, so it is not subject to liability under Section 18 of the Exchange Act or automatically incorporated into other securities filings.

Rhea-AI Summary

Etsy, Inc. announced a CEO transition effective January 1, 2026. The Board appointed Kruti Patel Goyal, currently President and Chief Growth Officer, as Chief Executive Officer and President, and named her to the Board on the same date.

Under her letter agreement, Patel Goyal will receive a base salary of $700,000 and a target bonus equal to 100% of salary, plus a promotion equity award split 50% restricted stock units and 50% PSUs with an aggregate grant date fair value of approximately $16,000,000, subject to Compensation Committee approval. She will continue under Etsy’s Executive Severance Plan with defined benefits upon qualifying terminations.

Josh Silverman will resign as CEO on December 31, 2025 and serve as Executive Chair through December 31, 2026, then as a non‑executive Board member and Senior Advisor until April 1, 2027. His agreement provides a $420,000 base salary during the Executive Chair term, a target bonus equal to 100% of salary, and PSUs with a grant date value of approximately $8,000,000, eligible to vest on April 1, 2027, subject to performance measures.

Rhea-AI Summary

Etsy, Inc. announced that its Board authorized a voluntary transfer of the company's principal listing from the Nasdaq Global Select Market to the New York Stock Exchange (NYSE). Etsy expects Nasdaq trading to end at market close on October 10, 2025 and for NYSE trading to begin at market open on October 13, 2025, with the company continuing to trade under the ticker ETSY. The company filed a Current Report on Form 8-K to disclose the decision and furnished a press release as an exhibit. The filing states that the information furnished is not deemed "filed" under the Exchange Act and is provided under Regulation FD. The 8-K does not include financial statements, earnings data, or details about costs or rationale for the transfer.

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