SEC FORM 4

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

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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^*

Index Ventures Growth I (Jersey) L.P.

(Last)

(First)

(Middle)

NO.1 SEATON PLACE, ST. HELIER

(Street)

JERSEY (CHANNEL ISLANDS)

JE4 8YJ

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
04/21/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/21/2015		S		1,218,667	D	$14.96	2,795,583	D⁽¹⁾
Common Stock	04/21/2015		S		42,520	D	$14.96	97,559	D⁽²⁾
Common Stock	04/21/2015		S		6,340	D	$14.96	14,556	D⁽³⁾
Common Stock	04/21/2015		C		8,081,114	A	⁽⁴⁾⁽⁵⁾	10,876,697	D⁽¹⁾
Common Stock	04/21/2015		C		281,937	A	⁽⁴⁾⁽⁵⁾	379,496	D⁽³⁾
Common Stock	04/21/2015		C		42,036	A	⁽⁴⁾⁽⁵⁾	56,592	D⁽³⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series A Preferred Stock	⁽⁴⁾	04/21/2015		C			280,894	⁽⁴⁾	⁽⁴⁾	Common Stock	1,404,470	$0.00	0	D⁽¹⁾
Series A Preferred Stock	⁽⁴⁾	04/21/2015		C			9,800	⁽⁴⁾	⁽⁴⁾	Common Stock	49,000	$0.00	0	D⁽²⁾
Series A Preferred Stock	⁽⁴⁾	04/21/2015		C			1,461	⁽⁴⁾	⁽⁴⁾	Common Stock	7,305	$0.00	0	D⁽³⁾
Series A-1 Preferred Stock	⁽⁴⁾	04/21/2015		C			447,065	⁽⁴⁾	⁽⁴⁾	Common Stock	2,235,325	$0.00	0	D⁽¹⁾
Series A-1 Preferred Stock	⁽⁴⁾	04/21/2015		C			15,597	⁽⁴⁾	⁽⁴⁾	Common Stock	77,985	$0.00	0	D⁽²⁾
Series A-1 Preferred Stock	⁽⁴⁾	04/21/2015		C			2,327	⁽⁴⁾	⁽⁴⁾	Common Stock	11,635	$0.00	0	D⁽³⁾
Series B Preferred Stock	⁽⁴⁾	04/21/2015		C			279,553	⁽⁴⁾	⁽⁴⁾	Common Stock	1,397,765	$0.00	0	D⁽¹⁾
Series B Preferred Stock	⁽⁴⁾	04/21/2015		C			9,754	⁽⁴⁾	⁽⁴⁾	Common Stock	48,770	$0.00	0	D⁽²⁾
Series B Preferred Stock	⁽⁴⁾	04/21/2015		C			1,454	⁽⁴⁾	⁽⁴⁾	Common Stock	7,270	$0.00	0	D⁽³⁾
Series C Preferred Stock	⁽⁴⁾	04/21/2015		C			34,763	⁽⁴⁾	⁽⁴⁾	Common Stock	173,815	$0.00	0	D⁽¹⁾
Series C Preferred Stock	⁽⁴⁾	04/21/2015		C			1,213	⁽⁴⁾	⁽⁴⁾	Common Stock	6,065	$0.00	0	D⁽²⁾
Series C Preferred Stock	⁽⁴⁾	04/21/2015		C			181	⁽⁴⁾	⁽⁴⁾	Common Stock	905	$0.00	0	D⁽³⁾
Series E Preferred Stock	⁽⁴⁾	04/21/2015		C			242,182	⁽⁴⁾	⁽⁴⁾	Common Stock	1,210,910	$0.00	0	D⁽¹⁾
Series E Preferred Stock	⁽⁴⁾	04/21/2015		C			8,449	⁽⁴⁾	⁽⁴⁾	Common Stock	42,245	$0.00	0	D⁽²⁾
Series E Preferred Stock	⁽⁴⁾	04/21/2015		C			1,259	⁽⁴⁾	⁽⁴⁾	Common Stock	6,295	$0.00	0	D⁽³⁾
Series F Preferred Stock	⁽⁵⁾	04/21/2015		C			3,317,658	⁽⁵⁾	⁽⁵⁾	Common Stock	1,658,829	$0.00	0	D⁽¹⁾
Series F Preferred Stock	⁽⁵⁾	04/21/2015		C			115,744	⁽⁵⁾	⁽⁵⁾	Common Stock	57,872	$0.00	0	D⁽²⁾
Series F Preferred Stock	⁽⁵⁾	04/21/2015		C			17,252	⁽⁵⁾	⁽⁵⁾	Common Stock	8,626	$0.00	0	D⁽³⁾

1. Name and Address of Reporting Person^*

Index Ventures Growth I (Jersey) L.P.

(Last)

(First)

(Middle)

NO.1 SEATON PLACE, ST. HELIER

(Street)

JERSEY (CHANNEL ISLANDS)

JE4 8YJ

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Index Venture Growth Associates I Ltd

(Last)

(First)

(Middle)

N 1 SEATON PLACE

(Street)

ST HELIER,JERSEY, CHANNEL ISL.

JE4 8YJ

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Index Ventures Growth I Parallel Entrepreneur Fund (Jersey) L.P.

(Last)

(First)

(Middle)

NO.1 SEATON PLACE, ST. HELIER

(Street)

JERSEY (CHANNEL ISLANDS)

JE4 8YJ

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Yucca (Jersey) SLP

(Last)

(First)

(Middle)

44 THE ESPLANADE

(Street)

ST. HELIER

JE4 9WG

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. The shares are held by Index Ventures Growth I (Jersey). L.P. Index Venture Growth Associates I Limited is the managing general partner of Index Ventures Growth I (Jersey), L.P. Nigel T. Greenwood, David Hall, Ian J. Henderson, Phil Balderson, Bernard Dalle and Sinead Meehan are directors of Index Venture Growth Associates I Limited. Mrs. Meehan and Messrs. Greenwood, Hall, Henderson, Balderson and Dalle share voting and dispositive power with respect to the shares. Each of these persons disclaims beneficial ownership of the shares except to the extent of his or her pecuniary interest therein.

2. The shares are held by Index Ventures Growth I Parallel Entrepreneur Fund (Jersey). L.P. Index Venture Growth Associates I Limited is the managing general partner of Index Ventures Growth I Parallel Entrepreneur Fund (Jersey), L.P. Nigel T. Greenwood, David Hall, Ian J. Henderson, Phil Balderson, Bernard Dalle and Sinead Meehan are directors of Index Venture Growth Associates I Limited. Mrs. Meehan and Messrs. Greenwood, Hall, Henderson, Balderson and Dalle share voting and dispositive power with respect to the shares. Each of these persons disclaims beneficial ownership of the shares except to the extent of his or her pecuniary interest therein.

3. The shares are held by Yucca (Jersey), SLP. The above shares represent securities held in a coinvestment fund that is contractually required to mirror Index Venture Growth Associates I Limited's investment. As a result, Mrs. Meehan and Messrs. Greenwood, Hall, Henderson, Balderson and Dalle may be deemed to have voting and dispositive power over Yucca (Jersey), SLP's shares by virtue of its shared dispositive power over and shared voting power over the shares held by Index Venture Growth Associates I Limited. Each of these persons disclaims beneficial ownership of the securities except to the extent of his or her pecuniary interest therein.

4. In connection with the completion of the Issuer's initial public offering of Common Stock, each share of Series A Preferred Stock, Series A-1 Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, and Series E Preferred Stock automatically converted into five shares of common stock of the Issuer and has no expiration date or conversion price.

5. In connection with the completion of the Issuer's initial public offering of Common Stock, each share of Series F Preferred Stock automatically converted into 0.5 shares of common stock of the Issuer and has no expiration date or conversion price.

Remarks:

	INDEX VENTURES GROWTH I (JERSEY), L.P. by its Managing General Partner: Index Venture Growth Associates I Limited /s/ Nigel Greenwood, Director	04/22/2015
	INDEX VENTURES GROWTH I PARALLEL ENTREPRENEUR FUND (JERSEY) L.P. by its Managing General Partner: Index Venture Growth Associates I Limited /s/ Nigel Greenwood, Director	04/22/2015
	INDEX VENTURE GROWTH ASSOCIATES I LIMITED /s/ Nigel Greenwood, Director	04/22/2015
	Elian Employee Benefit Services Limited as Authorized Signatory of YUCCA (JERSEY) SLP in its capacity of Administrator of the Index Co-Investment Scheme /s/ Giles Johnstone Scott, Authorized Signatory	04/22/2015
	Elian Employee Benefit Services Limited as Authorized Signatory of YUCCA (JERSEY) SLP in its capacity of Administrator of the Index Co-Investment Scheme /s/ Alex Di Santo, Authorized Signatory	04/22/2015
	** Signature of Reporting Person	Date
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