FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

1. Name and Address of Reporting Person *

Mullane Karen M

2. Date of Event Requiring Statement (MM/DD/YYYY)
4/3/2017 

3. Issuer Name and Ticker or Trading Symbol

ETSY INC [ETSY]

(Last)        (First)        (Middle)

C/O ETSY, INC., 117 ADAMS STREET

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

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Interim CFO /

(Street)

BROOLYN, NY 11201       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock   3088   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units   (1)   (2)   (3) Common Stock   16006.0   $0.0   D    
Restricted Stock Units   (1)   (2)   (4) Common Stock   8525.0   $0.0   D    
Employee stock option (right to buy)     (5) 2/18/2024   Common Stock   100000.0   $8.26   D    
Employee stock option (right to buy)     (6) 1/29/2025   Common Stock   40000.0   $17.0   D    
Employee stock option (right to buy)     (7) 2/28/2026   Common Stock   41961.0   $8.36   D    
Employee stock option (right to buy)     (8) 3/14/2027   Common Stock   22092.0   $10.23   D    

Explanation of Responses:
(1)  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.
(2)  Units correspond 1-for-1 with common stock.
(3)  The restricted stock units vest in 16 equal quarterly installments, beginning on July 1, 2016, provided the reporting person remains continuously employed on each vesting date.
(4)  The restricted stock units vest in 16 equal quarterly installments, beginning on July 1, 2017, provided the reporting person remains continuously employed on each vesting date.
(5)  25% of the stock option became exercisable on February 19, 2015, with the remainder exercisable in 36 equal monthly installments thereafter, provided the reporting person remains continuously employed on each vesting date.
(6)  25% of the stock option became exercisable on January 30, 2016, with the remainder exercisable in 36 equal monthly installments thereafter.
(7)  The stock options will become exercisable in 48 equal monthly installments beginning on April 1, 2016, provided the reporting person remains continuously employed on each vesting date.
(8)  The stock options will become exercisable in 48 equal monthly installments beginning on April 15, 2017, provided the reporting person remains continuously employed on each vesting date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Mullane Karen M
C/O ETSY, INC.
117 ADAMS STREET
BROOLYN, NY 11201


Interim CFO

Signatures
/s/ Cara Schembri, as Attorney-In-Fact for Karen M Mullane 4/11/2017
** 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 5(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 control number.
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