[Form 4] Etsy, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Josh Silverman, Etsy CEO and director, executed stock-option and sale transactions under a pre-established Rule 10b5-1 trading plan on 09/08/2025. He exercised 65,000 employee stock options with an exercise price of $10.62, and contemporaneously sold 65,000 shares at $57.50 per share. After these transactions the filing shows Mr. Silverman directly beneficially owns 62,674 shares and holds options and derivatives that correspond to 1,215,616 underlying shares. The filing also discloses multiple family and grantor trusts holding additional shares, with explicit disclaimers of beneficial ownership for certain trusts.

Positive

• Transactions executed under a documented Rule 10b5-1 trading plan, supporting compliance with insider-trading rules
• Clear disclosure of exercise price and sale price (exercise at $10.62; sale at $57.50), providing transparency on insider liquidity
• Detailed trust disclosures with disclaimers of beneficial ownership for specified trusts

Negative

• Direct common stock holdings decreased from 127,674 to 62,674 shares following the sale
• Significant derivative exposure remains with 1,215,616 underlying shares from options, which may be material to dilution or insider alignment assessments

Insights

Financial Analyst

TL;DR: CEO exercised low-strike options and sold shares under a 10b5-1 plan; this is a rule-compliant liquidity event with limited immediate governance implications.

The exercise of 65,000 options at $10.62 followed by the sale of the same number of shares at $57.50 represents a substantial realized gain for the reporting person, executed pursuant to a Rule 10b5-1 plan adopted on November 5, 2024. The filing shows direct common stock holdings falling to 62,674 shares while derivative holdings imply access to 1,215,616 underlying shares via options. For investors, the event documents insider liquidity but the existence of the 10b5-1 plan and the contemporaneous exercise-and-sell pattern suggests planned disposition rather than opportunistic trading. The trusts disclosed separate share blocks with disclaimers of beneficial ownership.

Corporate Governance Expert

TL;DR: Transaction is corporate-governance neutral: formally disclosed, executed under a documented 10b5-1 plan, and includes standard trust disclaimers.

The Form 4 provides clear disclosure that the transactions were made pursuant to a written 10b5-1 trading plan adopted November 5, 2024, which supports the affirmative defense for insider trading. The report includes standard trust arrangements where the reporting person disclaims beneficial ownership for certain trust-held shares and notes the reporting person is trustee/beneficiary of a GRAT. These details are relevant for ownership calculations and for assessing potential related-party interests, but the filing does not allege any conflict or irregularity.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

X

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^*

Silverman Josh

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2025

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	09/08/2025		M(1)		65,000	A	$10.62	127,674	D
Common Stock	09/08/2025		S(1)		65,000	D	$57.5	62,674	D
Common Stock								4,942	I	By GST Trust(2)
Common Stock								16,886	I	By Non-GST Trust(3)
Common Stock								42,269	I	By Irrevocable Trust
Common Stock								109,675	I	By GRAT(4)
Common Stock								54,325	I	By 2019 Trust(5)

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
Employee Stock Option (Right to Buy)	$10.62	09/08/2025		M(1)			65,000	(6)	05/03/2027	Common Stock	65,000	$0	1,215,616	D

Explanation of Responses:

1. This exercise and subsequent sales were made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on November 5, 2024.

2. 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.

3. 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.

4. These shares are held by the Reporting Person's GRAT. The Reporting Person is the trustee and the beneficiary of the GRAT.

5. These shares are held by the Joshua G. Silverman 2019 Irrevocable Children's Trust (the "2019 Trust"). A family member of the Reporting Person is the trustee of the 2019 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.

6. 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.

	/s/ Brittany Keen, Attorney-in-Fact	09/10/2025
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Etsy CEO Josh Silverman do on 09/08/2025 (ETSY)?

On 09/08/2025 Josh Silverman exercised 65,000 stock options at $10.62 and sold 65,000 shares at $57.50, per the Form 4.

Were these transactions part of a Rule 10b5-1 plan for ETSY?

Yes. The filing states the exercise and subsequent sales were made pursuant to a Rule 10b5-1 trading plan adopted on November 5, 2024.

How many Etsy shares does Josh Silverman directly own after the transactions?

After the reported transactions the filing shows Mr. Silverman directly beneficially owns 62,674 shares.

How many underlying shares does Josh Silverman hold via options or derivatives?

The Form 4 reports derivative securities corresponding to 1,215,616 underlying shares following the transactions.

Are there trust holdings disclosed in the Form 4 for ETSY?

Yes. The filing discloses shares held by several trusts (a GST Trust, a Non-GST Trust, an irrevocable trust, a GRAT, and a 2019 children’s trust) and includes disclaimers of beneficial ownership for certain trusts.

Who signed the Form 4 for Josh Silverman?

The Form 4 was signed by /s/ Brittany Keen, Attorney-in-Fact on 09/10/2025.