SEC FORM 3/A

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

UNION SQUARE VENTURES 2004 LP

(Last)

(First)

(Middle)

C/O UNION SQUARE VENTURES,

915 BROADWAY, 19TH FLOOR

(Street)

NEW YORK

10010

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/15/2015

3. Issuer Name and Ticker or Trading Symbol
ETSY INC [ ETSY ]

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

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

5. If Amendment, Date of Original Filed (Month/Day/Year)
04/15/2015

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 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	685,616	I	By: Union Square Ventures Opportunity Fund, L.P.⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A-1 Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	3,130,485	⁽²⁾	D⁽³⁾
Series A-1 Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	62,360	⁽²⁾	I	By: Union Square Principals 2004, L.L.C.⁽³⁾
Series A-1 Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	5,950	⁽²⁾	I	By: Union Square Ventures Opportunity Fund, L.P.⁽¹⁾
Series A-1 Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	88,565	⁽²⁾	I	By: Albert Wenger
Series B Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	2,724,220	⁽²⁾	D⁽³⁾
Series B Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	54,265	⁽²⁾	I	By: Union Square Principals 2004, L.L.C.⁽³⁾
Series B Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	38,110	⁽²⁾	I	By: Union Square Ventures Opportunity Fund, L.P.⁽¹⁾
Series B Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	89,205	⁽²⁾	I	By: Albert Wenger
Series C Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	4,356,325	⁽²⁾	D⁽³⁾
Series C Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	86,780	⁽²⁾	I	By: Union Square Principals 2004, L.L.C.⁽³⁾
Series C Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	29,380	⁽²⁾	I	By: Union Square Ventures Opportunity Fund, L.P.⁽¹⁾
Sseries C Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	37,590	⁽²⁾	I	By: John Buttrick
Series D Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	3,034,550	⁽²⁾	D⁽³⁾
Series D Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	60,450	⁽²⁾	I	By: Union Square Principals 2004, L.L.C.⁽³⁾
Series D Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	37,710	⁽²⁾	I	By: John Buttrick
Series F Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	690,131	⁽⁴⁾	I	By: Union Square Ventures Opportunity Fund, L.P.⁽¹⁾

1. Name and Address of Reporting Person^*

UNION SQUARE VENTURES 2004 LP

(Last)

(First)

(Middle)

C/O UNION SQUARE VENTURES,

915 BROADWAY, 19TH FLOOR

(Street)

NEW YORK

10010

(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^*

Burnham Brad

(Last)

(First)

(Middle)

C/O UNION SQUARE VENTURES

915 BROADWAY, 19TH FLOOR

(Street)

NEW YORK

10010

(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^*

Buttrick John

(Last)

(First)

(Middle)

C/O UNION SQUARE VENTURES

915 BROADWAY, 19TH FLOOR

(Street)

NEW YORK

10010

(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^*

Union Square GP 2004, L.L.C.

(Last)

(First)

(Middle)

C/O UNION SQUARE VENTURES

915 BROADWAY, 19TH FLOOR

(Street)

NEW YORK

10010

(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^*

Union Square Opportunity Fund GP, L.L.C.

(Last)

(First)

(Middle)

C/O UNION SQUARE VENTURES

915 BROADWAY, 19TH FLOOR

(Street)

NEW YORK

10010

(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^*

Weissman Andy

(Last)

(First)

(Middle)

C/O UNION SQUARE VENTURES

915 BROADWAY, 19TH FLOOR

(Street)

NEW YORK

10010

(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^*

Wenger Albert

(Last)

(First)

(Middle)

C/O UNION SQUARE VENTURES

915 BROADWAY, 19TH FLOOR

(Street)

NEW YORK

10010

(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^*

Union Square Ventures Opportunity Fund LP

(Last)

(First)

(Middle)

C/O UNION SQUARE VENTURES

915 BROADWAY, 19TH FLOOR

(Street)

NEW YORK

10010

(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^*

Union Square Principals 2004, a Delaware Multiple Series LLC

(Last)

(First)

(Middle)

C/O UNION SQUARE VENTURES

915 BROADWAY, 19TH FLOOR

(Street)

NEW YORK

10010

(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. Union Square Opportunity Fund GP, L.L.C. ("Opportunity GP") is the general partner of Union Square Ventures Opportunity Fund, L.P. ("Opportunity") and, as such has the power to vote and dispose of the shares held by Opportunity. Each of Fred Wilson ("Wilson")(a director of the Issuer), Brad Burnham ("Burnham"), Albert Wenger ("Wenger"), John Buttrick ("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.

2. Each 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.

3. Union Square GP 2004, L.L.C. ("USGP") is the general partner of each of Union Square 2004, L.P. ("USV 2004") and Union Square Principals 2004, L.L.C. ("Principals") and, as such, has the power to vote and dispose of the shares held by each of them. Burnham and 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.

4. Each 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.

Remarks:

This Amendment to Form 3 is being filed as an amendment and restatement of the Form 3 filed on April 15, 2015 to include (i) Union Square GP 2004, L.L.C., Union Square Opportunity Fund GP, L.L.C., Brad Burnham, Albert Wenger, John Buttrick and Andy Weissman as additional reporting persons, and (ii) the securities owned directly by each of John Buttrick and Albert Wenger. Exhibit List - Exhibit 24 - Power of Attorney

	/s/Darren DeStefano, Attorney-in-Fact	04/23/2015
	Darren DeStefano, Attorney-in-Fact	04/23/2015
	Darren DeStefano, Attorney-in-Fact	04/23/2015
	Darren DeStefano, Attorney-in-Fact	04/23/2015
	Darren DeStefano, Attorney-in-Fact	04/23/2015
	Darren DeStefano, Attorney-in-Fact	04/23/2015
	Darren DeStefano, Attorney-in-Fact	04/23/2015
	Darren DeStefano, Attorney-in-Fact	04/23/2015
	Darren DeStefano, Attorney-in-Fact	04/23/2015
	** 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).
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