SEC Form 4/A · accession 0001181431-15-006916

ETSY INC · ETSY

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1Each share of Series A-1 Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock automatically converted into five shares of Common Stock of the Issuer upon the closing of the Issuer's initial public offering. The Series A-1 Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock have no expiration date.
• F2Each share of Series F Preferred Stock automatically converted into 0.5 shares of Common Stock of the Issuer upon the closing of the Issuer's initial public offering. The Series F Preferred Stock has no expiration date.
• F3Consists of (i) 13,245,580 shares owned by Union Square Ventures 2004, L.P. ("USV 2004"); (ii) 263,855 shares owned by Union Square Principals 2004, L.L.C. ("Principals"); (iii) 1,449,187 shares owned by Union Square Ventures Opportunity Fund, L.P. ("Opportunity"); (iv) 75,300 shares owned directly by John Buttrick ("Buttrick"); and (v) 177,770 shares owned directly by Albert Wenger ("Wenger").
• F4Union Square GP 2004, L.L.C. ("USGP") is the general partner of each of USV 2004 and Principals and, as such, has the power to vote and dispose of the shares held by each of them. Brad Burnham ("Burnham") and Frederick Wilson ("Wilson")(a director of the Issuer) are the managing members of USGP and, as such, share voting and dispositive power over the shares held by USV 2004 and Principals. As a result of their positions as USGP, Wenger and Buttrick may also share voting and dispostive power of the shares held by each of USV 2004 and Principals. Each of USGP, Burnham, Wilson, Wenger and Buttrick disclaim beneficial ownership of the shares owned by USV 2004 and Principals except to the extent of his or its respective pecuniary interest therein. As a director of the Issuer, Wilson files Section 16 reports separately.
• F5Union Square Opportunity GP, L.L.C. ("Opportunity GP") is the general partner of Opportunity and, as such has the power to vote and dispose of the shares held by Opportunity. Each of Wilson, Burnham, Wenger, Buttrick and Andy Weissman ("Weissman") are managers of Opportunity GP and, as such, share voting and dispositive power of the shares held by Opportunity. Each of Opportunity GP, Wilson, Burnham, Wenger, Buttrick and Weissman disclaim beneficial ownership of the shares owned by Opportunity, except to the extent of his or its respective pecuniary interest therein. As a director of the Issuer, Wilson files Section 16 reports separately.
• F6The sale of these shares of Common Stock consists of (i) 1,307,154 shares sold by USV 2004, and (ii) 200,000 shares sold by Opportunity.
• F7Consists of (i) 11,938,426 shares owned by USV 2004; (ii) 263,855 shares owned by Principals; (iii) 1,249,187 shares owned by Opportunity; (iv) 75,300 shares owned directly by Buttrick; and (v) 177,770 shares owned directly by Wenger.

Remarks

A Form 4 filed with the Securities and Exchange Commission on April 23, 2015 (SEC Accession No. 0001209191-15-035779) erroneously described Union Square Opportunity Fund GP, L.L.C., instead of Union Square Opportunity GP, L.L.C., as the general partner of Union Square Ventures Opportunity Fund, L.P. (and as a reporting person in that capacity). This amendment is made to correct those portions of the Form 4 that erroneously referenced such name. A prior amendment of the Form 4 was made on May 14, 2015 solely with respect to Union Square Opportunity Fund GP, L.L.C (SEC Accession No. 0001181431-15-006915) with the sole purpose of providing notice that such name had been erroneously included in the Form 4.