Josh Silverman sells 70,000 ETSY shares under 10b5-1 after exercising options

Rhea-AI Filing Summary

Josh Silverman, CEO and director of Etsy, filed a Form 4 reporting option exercise and a related sale executed under a Rule 10b5-1 plan. On 09/18/2025 he exercised 70,000 employee stock options with a $10.62 exercise price and immediately sold 70,000 shares at $65 per share. After the transactions the reporting person held 62,674 shares directly.

The filing discloses multiple indirect holdings: shares held in a GST Trust, Non-GST Trust, an irrevocable trust, a GRAT, and a 2019 children’s trust. The transactions were documented in a 10b5-1 trading plan adopted November 5, 2024.

Insights

Securities Analyst

TL;DR: CEO exercised in-the-money options and sold all shares from that exercise under a pre-established 10b5-1 plan; direct holdings declined.

The exercise at $10.62 and immediate sale at $65 realizes intrinsic value per option and converts equity compensation to cash. Use of a 10b5-1 plan reduces signaling risk about timing. Direct shares decreased to 62,674, while substantial indirect holdings remain across trusts and a GRAT.

Corporate Governance Expert

TL;DR: Transaction appears procedurally compliant and pre-planned, limiting governance concerns about opportunistic insider sales.

The filing notes the 10b5-1 plan adoption date (November 5, 2024) and includes disclaimers of beneficial ownership for certain trusts where a spouse or family member is trustee. The documented signature by an attorney-in-fact supports formal execution of the filing.

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

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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).

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)
09/18/2025

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	09/18/2025		M(1)		70,000	A	$10.62	132,674	D
Common Stock	09/18/2025		S(1)		70,000	D	$65	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	09/18/2025		M(1)			70,000	(6)	05/03/2027	Common Stock	70,000	$0	1,145,616	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	09/19/2025
	** 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 ETSY CEO Josh Silverman report on Form 4?

He reported exercising 70,000 employee stock options at an exercise price of $10.62 and selling 70,000 shares at $65 on 09/18/2025 under a Rule 10b5-1 plan.

How many shares does Josh Silverman directly own after this transaction?

The filing shows 62,674 shares beneficially owned directly following the reported transactions.

Was the sale planned or executed opportunistically?

The sale and exercise were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 5, 2024, indicating a pre-planned trade.

Are there additional shares held indirectly by Silverman?

Yes. The filing discloses indirect holdings in a GST Trust (4,942), a Non-GST Trust (16,886), an Irrevocable Trust (42,269), a GRAT (109,675), and a 2019 Trust (54,325).

How many derivative securities does the filing show after the transaction?

Table II reports 1,145,616 derivative securities beneficially owned following the reported transactions.