[Form 4] ETSY INC Insider Trading Activity

Rhea-AI Filing Summary

Merilee Buckley, Chief Accounting Officer of Etsy, Inc. (ETSY), reported equity transactions tied to the vesting and settlement of restricted stock units. On 10/01/2025 she received 3,121 shares of common stock upon RSU vesting and had 1,128 shares withheld by the issuer to cover tax withholding at an indicated price of $70.49 per share, leaving 1,993 shares directly beneficially owned after the tax withholding. The filing also discloses multiple outstanding RSU tranches that vest over time (semi‑annual and quarterly schedules), with disclosed post‑transaction beneficial ownership totals for each tranche and for total underlying common stock. All reported share issuances reflect automatic vesting of compensation awards rather than open‑market trades.

Positive

• 3,121 shares acquired upon RSU vesting, increasing insider alignment with shareholders
• Multiple RSU tranches disclosed with clear vesting schedules, providing transparency on future equity issuance

Negative

• Issuer withheld 1,128 shares to cover tax obligations, reducing the net increase in insider holdings
• Reported transactions are compensation settlements rather than open‑market purchases, so they do not signal additional cash investment by the insider

Insights

Corporate Governance Expert

Insider compensation converted to stock; tax withholding used to settle obligations.

The report shows 3,121 shares issued on vesting and 1,128 shares withheld to satisfy tax obligations at $70.49 per share. These entries are standard for executive RSU settlements and indicate compensation realization rather than active buying or selling.

The filing also lists multiple RSU tranches with defined vesting schedules (semi‑annual and quarterly), which demonstrates ongoing equity compensation that will convert to shares over time if employment or retirement eligibility conditions are met. This affects potential future dilution and executive ownership alignment.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Buckley Merilee

(Last) (First) (Middle)

C/O ETSY, INC.

117 ADAMS STREET

(Street)

BROOKLYN NY 11201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ETSY INC [ ETSY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF ACCOUNTING OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	10/01/2025		M		3,121	A	$0	3,121	D
Common Stock	10/01/2025		F(2)		1,128	D	$70.49	1,993	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(3)	10/01/2025		M			899	(4)	(4)	Common Stock	899	$0	899	D
Restricted Stock Units	(3)	10/01/2025		M			841	(5)	(5)	Common Stock	841	$0	2,522	D
Restricted Stock Units	(3)	10/01/2025		M			731	(6)	(6)	Common Stock	731	$0	7,302	D
Restricted Stock Units	(3)	10/01/2025		M			650	(7)	(7)	Common Stock	650	$0	6,503	D

Explanation of Responses:

1. Shares of common stock acquired upon the vesting of restricted stock units.

2. 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.

3. Represents restricted stock units which correspond 1-for-1 with common stock.

4. 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.

5. The restricted stock units vest in 8 equal semi-annual installments, beginning on October 1, 2023, provided the Reporting Person remains continuously employed on, or becomes retirement eligible prior to, such vesting date and has no expiration date.

6. The restricted stock units vest in 16 equal quarterly installments, beginning on July 1, 2024, provided the Reporting Person remains continuously employed on, or becomes retirement eligible prior to, such vesting date and has no expiration date.

7. The restricted stock units vest in 12 equal quarterly installments, beginning on July 1, 2025, provided the Reporting Person remains continuously employed on, or becomes retirement eligible prior to, such vesting date and has no expiration date.

	/s/ Brittany Keen, Attorney-in-Fact	10/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What did the ETSY Form 4 filed by Merilee Buckley report?

The filing reports the vesting of restricted stock units resulting in the issuance of 3,121 common shares and the withholding of 1,128 shares to cover taxes at $70.49 per share.

How many shares did Merilee Buckley beneficially own after the reported transactions?

After the transactions and tax withholding, the filing reports 1,993 shares directly beneficially owned by the reporting person.

Are the reported transactions open‑market trades or compensation settlements?

These transactions are settlements of restricted stock units (compensation vesting), not open‑market purchases or sales.

What vesting schedules are disclosed in the Form 4 for ETSY RSUs?

The Form 4 discloses RSU tranches that vest in 8 equal semi‑annual installments beginning in 2022 and 2023, and tranches vesting in 16 and 12 equal quarterly installments beginning in 2024 and 2025, respectively.

Does the Form 4 indicate any sales of shares by the reporting person?

No sales are reported; the only disposition noted is withholding of shares by the issuer to satisfy tax withholding obligations.