ETSY INC — Director's Dealing 2021

Jan 5, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ETSY INC (ETSY)
CIK: 0001370637
Period of Report: 2021-01-04

Reporting Person: SCOTT RYAN M. (Chief Marketing Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-01-04	Common Stock	M	1941	$0.00	Acquired	1941	Direct
2021-01-04	Common Stock	F	784	$177.91	Disposed	1157	Direct
2021-01-04	Common Stock	M	4921	$62.06	Acquired	6078	Direct
2021-01-04	Common Stock	S	528	$170.22	Disposed	5550	Direct
2021-01-04	Common Stock	S	927	$171.50	Disposed	4623	Direct
2021-01-04	Common Stock	S	1165	$172.33	Disposed	3458	Direct
2021-01-04	Common Stock	S	520	$173.23	Disposed	2938	Direct
2021-01-04	Common Stock	S	1052	$174.56	Disposed	1886	Direct
2021-01-04	Common Stock	S	480	$176.28	Disposed	1406	Direct
2021-01-04	Common Stock	S	62	$176.765	Disposed	1344	Direct
2021-01-04	Common Stock	S	173	$178.24	Disposed	1171	Direct
2021-01-04	Common Stock	S	14	$179.52	Disposed	1157	Direct
2021-01-05	Common Stock	S	1	$170.19	Disposed	1156	Direct
2021-01-05	Common Stock	S	232	$173.80	Disposed	924	Direct
2021-01-05	Common Stock	S	296	$174.20	Disposed	628	Direct
2021-01-05	Common Stock	S	50	$175.16	Disposed	578	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-01-01	Restricted Stock Units	$	M	1941	Disposed		Common Stock (1941)	Direct
2021-01-04	Stock Option (Right to Buy)	$62.06	M	4921	Disposed	2029-06-30	Common Stock (4921)	Direct

Footnotes

F1: Shares of common stock acquired upon the vesting of restricted stock units.

F2: 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.

F3: This exercise and sales were made pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person on May 8, 2020.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $169.71 to $170.63, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $170.97 to $171.92, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $171.99 to $172.82, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $173.01 to $173.965, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $174.13 to $174.94, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $175.73 to $176.675, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F10: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $172.71 to $173.51, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F11: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $173.90 to $174.59, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F12: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $175.13 to $175.67, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F13: Represents restricted stock units which correspond 1-for-1 with common stock.

F14: 25% of the restricted stock units vested on July 1, 2020, with the remainder vesting in 6 equal semi-annual installments thereafter, provided the reporting person remains continuously employed on each vesting date and has no expiration date.

F15: The shares underlying the option exercised in this transaction were fully vested and exercisable. The remainder of the shares underlying the option shall continue to vest and become exercisable ratably in 5 equal semi-annual installments, provided the Reporting Person remains continuously employed by the Issuer on each vesting date