0001144204-16-081220.txt : 20160212 0001144204-16-081220.hdr.sgml : 20160212 20160212114511 ACCESSION NUMBER: 0001144204-16-081220 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160212 DATE AS OF CHANGE: 20160212 GROUP MEMBERS: ALBERT WENGER GROUP MEMBERS: ANDY WEISSMAN GROUP MEMBERS: BRAD BURNHAM GROUP MEMBERS: FREDERICK R. WILSON GROUP MEMBERS: JOHN BUTTRICK GROUP MEMBERS: UNION SQUARE GP 2004, L.L.C. GROUP MEMBERS: UNION SQUARE OPPORTUNITY GP, L.L.C. GROUP MEMBERS: UNION SQUARE PRINCIPALS 2004, A DELAWARE MULTIPLE SERIES LLC GROUP MEMBERS: UNION SQUARE VENTURES OPPORTUNITY FUND, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ETSY INC CENTRAL INDEX KEY: 0001370637 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-88869 FILM NUMBER: 161416448 BUSINESS ADDRESS: STREET 1: 55 WASHINGTON STREET STREET 2: SUITE 512 CITY: BROOKLYN STATE: NY ZIP: 11201 BUSINESS PHONE: 718-855-7956 MAIL ADDRESS: STREET 1: 55 WASHINGTON STREET STREET 2: SUITE 512 CITY: BROOKLYN STATE: NY ZIP: 11201 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: UNION SQUARE VENTURES 2004 LP CENTRAL INDEX KEY: 0001309626 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 915 BROADWAY STREET 2: SUITE 1408 CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 2129947880 MAIL ADDRESS: STREET 1: 915 BROADWAY STREET 2: SUITE 1408 CITY: NEW YORK STATE: NY ZIP: 10010 SC 13G 1 v430913_sc13g.htm SCHEDULE 13G

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Schedule 13G

 

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d)
AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

 

(Amendment No. ______________)*

 

 

Etsy, Inc.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

29786A106

(CUSIP Number)

 

December 31, 2015

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

   ¨ Rule 13d-1(b)
   ¨ Rule 13d-1(c)
   x Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

Page 1 of 18 Pages

Exhibit Index Contained on Page 16

 

 

CUSIP NO. 29786A106 13 G Page  2 of 18

 

 

1

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).

 

Union Square Ventures 2004, L.P. (“USV 2004”)

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)     ¨     (b)     x     

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH
REPORTING

PERSON

WITH

 5

SOLE VOTING POWER

 

7,958,952 shares, except that (i) Union Square GP 2004, L.L.C. (“2004 GP”), the general partner of USV 2004, may be deemed to have sole power to vote these shares, and (ii) each of Brad Burnham (“Burnham”) and Frederick R. Wilson (“Wilson”) is a managing member of 2004 GP and may be deemed to have shared power to vote these shares.

  6

SHARED VOTING POWER

 

See response to row 5.  

  7

SOLE DISPOSITIVE POWER

 

7,958,952 shares, except that (i) 2004 GP, the general partner of USV 2004, may be deemed to have sole power to vote these shares, and (ii) each of Burnham and Wilson is a managing member of 2004 GP and may be deemed to have shared power to dispose of these shares.

  8

SHARED DISPOSITIVE POWER

 

See response to row 7. 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

7,958,952     

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

¨     

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

7.10%     

12

TYPE OF REPORTING PERSON (See Instructions) 

PN     

       

 

 

CUSIP NO. 29786A106 13 G Page  3 of 18

  

 

1

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).

 

Union Square Principals 2004, a Delaware Multiple Series LLC (“USV Principals 2004”)

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)     ¨     (b)     x     

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH
REPORTING

PERSON

WITH

 5

SOLE VOTING POWER

 

175,905 shares, except that (i) 2004 GP, the managing member of USV Principals 2004, may be deemed to have sole power to vote these shares, and (ii) each of Burnham and Wilson is a managing member of 2004 GP and may be deemed to have shared power to vote these shares.

  6

SHARED VOTING POWER

 

See response to row 5. 

  7

SOLE DISPOSITIVE POWER

 

175,905 shares, except that (i) 2004 GP, the managing member of USV Principals 2004, may be deemed to have sole power to dispose of these shares, and (ii) each of Burnham and Wilson is a managing member of 2004 GP and may be deemed to have shared power to dispose of these shares.

  8

SHARED DISPOSITIVE POWER

 

See response to row 7. 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

175,905     

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

¨     

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.16%     

12

TYPE OF REPORTING PERSON (See Instructions)

OO     

       

 

 

CUSIP NO. 29786A106 13 G Page  4 of 18

 

 

1

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).

 

Union Square Ventures Opportunity Fund, L.P. (“USV Opportunity”)

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)     ¨     (b)     x     

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH
REPORTING

PERSON

WITH

 5

SOLE VOTING POWER

 

832,794 shares, except that (i) Union Square Opportunity GP, L.L.C. (“Opportunity GP”), the general partner of USV Opportunity, may be deemed to have sole power to vote these shares, and (ii) each of Burnham, John Buttrick (“Buttrick”), Andy Weissman (“Weissman”), Albert Wenger (“Wenger”) and Wilson is a manager of Opportunity GP and may be deemed to have shared power to vote these shares.

  6

SHARED VOTING POWER

 

See response to row 5.

  7

SOLE DISPOSITIVE POWER

 

832,794 shares, except that (i) Opportunity GP, the general partner of USV Opportunity, may be deemed to have sole power to dispose of these shares, and (ii) each of Burnham, Buttrick, Weissman, Wenger and Wilson is a manager of Opportunity GP and may be deemed to have shared power to dispose of these shares.

  8

SHARED DISPOSITIVE POWER

 

See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

832,794     

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

¨     

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.74%     

12

TYPE OF REPORTING PERSON (See Instructions)

PN     

       

 

 

CUSIP NO. 29786A106 13 G Page  5 of 18

 

 

1

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).

 

Union Square GP 2004, L.L.C.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)     ¨     (b)     x     

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

 5

SOLE VOTING POWER

 

8,134,857 shares, of which 7,958,952 shares are directly owned by USV 2004 and 175,905 shares are directly owned by USV Principals. 2004 GP is the general partner of USV 2004 and the managing member of USV Principals and may be deemed to have sole power to vote these shares, and each of Burnham and Wilson is a managing member of 2004 GP and may be deemed to have shared power to vote these shares.

  6

SHARED VOTING POWER

 

See response to row 5.

  7

SOLE DISPOSITIVE POWER

 

8,134,857 shares, of which 7,958,952 shares are directly owned by USV 2004 and 175,905 shares are directly owned by USV Principals. 2004 GP is the general partner of USV 2004 and the managing member of USV Principals and may be deemed to have sole power to dispose of these shares, and each of Burnham and Wilson is a managing member of 2004 GP and may be deemed to have shared power to dispose of these shares.

  8

SHARED DISPOSITIVE POWER

 

See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

8,134,857     

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

¨     

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

7.26%     

12

TYPE OF REPORTING PERSON (See Instructions)

OO     

       

 

 

CUSIP NO. 29786A106 13 G Page  6 of 18

 

 

1

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).

 

Union Square Opportunity GP, L.L.C.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)     ¨     (b)     x     

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH
REPORTING

PERSON

WITH

 5

SOLE VOTING POWER

 

832,794 shares, all of which are directly owned by USV Opportunity. Opportunity GP is the general partner of USV Opportunity and may be deemed to have sole power to vote these shares, and each of Burnham, Buttrick, Weissman, Wenger and Wilson is a manager of Opportunity GP and may be deemed to have shared power to vote these shares.

  6

SHARED VOTING POWER

 

See response to row 5. 

  7

SOLE DISPOSITIVE POWER

 

832,794 shares, all of which are directly owned by USV Opportunity. Opportunity GP is the general partner of USV Opportunity and may be deemed to have sole power to dispose of these shares, and each of Burnham, Buttrick, Weissman, Wenger and Wilson is a manager of Opportunity GP and may be deemed to have shared power to dispose of these shares.

  8

SHARED DISPOSITIVE POWER

 

See response to row 7. 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

832,794     

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

¨     

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.74%     

12

TYPE OF REPORTING PERSON (See Instructions)

OO     

       

 

 

CUSIP NO. 29786A106 13 G Page  7 of 18

 

 

1

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).

 

Brad Burnham

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)     ¨     (b)     x     

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF 

SHARES

BENEFICIALLY

OWNED BY EACH
REPORTING

PERSON 

WITH

 5

SOLE VOTING POWER

 

9,407,714 shares, except that 7,958,952 shares are directly owned by USV 2004, 175,905 shares are directly owned by USV Principals 2004 and 832,794 shares are directly owned by USV Opportunity. 2004 GP, the general partner of USV 2004 and the managing member of USV Principals 2004, may be deemed to have sole power to vote the shares held by USV 2004 and USV Principals 2004, and Opportunity GP, the general partner of USV Opportunity, may be deemed to have sole power to vote the shares held by USV Opportunity. Each of Burnham and Wilson is a managing member of 2004 GP and may be deemed to have shared power to vote the shares held by USV 2004 and USV Principals 2004, and each of Burnham, Buttrick, Weissman, Wenger and Wilson is a manager of Opportunity GP and may be deemed to have shared power to vote the shares held by USV Opportunity.

  6

SHARED VOTING POWER

 

See response to row 5. 

  7

SOLE DISPOSITIVE POWER

 

9,407,714 shares, except that 7,958,952 shares are directly owned by USV 2004, 175,905 shares are directly owned by USV Principals 2004 and 832,794 shares are directly owned by USV Opportunity. 2004 GP, the general partner of USV 2004 and the managing member of USV Principals 2004, may be deemed to have sole power to dispose of the shares held by USV 2004 and USV Principals 2004, and Opportunity GP, the general partner of USV Opportunity, may be deemed to have sole power to dispose of the shares held by USV Opportunity. Each of Burnham and Wilson is a managing member of 2004 GP and may be deemed to have shared power to dispose of the shares held by USV 2004 and USV Principals 2004, and each of Burnham, Buttrick, Weissman, Wenger and Wilson is a manager of Opportunity GP and may be deemed to have shared power to dispose of the shares held by USV Opportunity.

  8

SHARED DISPOSITIVE POWER

 

See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

9,407,714     

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

¨    

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

8.39%     

12

TYPE OF REPORTING PERSON (See Instructions)

IN     

       

 

 

CUSIP NO. 29786A106 13 G Page  8 of 18

 

 

1

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).

 

John Buttrick

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)     ¨     (b)     x     

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH
REPORTING

PERSON

WITH

 5

SOLE VOTING POWER

 

946,652 shares, except that 832,794 shares are directly owned by USV Opportunity. Opportunity GP, the general partner of USV Opportunity, may be deemed to have sole power to vote the shares held by USV Opportunity. Each of Burnham, Buttrick, Weissman, Wenger and Wilson is a manager of Opportunity GP and may be deemed to have shared power to vote the shares held by USV Opportunity.

  6

SHARED VOTING POWER

 

See response to row 5.

  7

SOLE DISPOSITIVE POWER

 

946,652 shares, except that 832,794 shares are directly owned by USV Opportunity. Opportunity GP, the general partner of USV Opportunity, may be deemed to have sole power to dispose of the shares held by USV Opportunity. Each of Burnham, Buttrick, Weissman, Wenger and Wilson is a manager of Opportunity GP and may be deemed to have shared power to dispose of the shares held by USV Opportunity.

  8

SHARED DISPOSITIVE POWER

 

See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

946,652     

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

¨     

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.84%     

12

TYPE OF REPORTING PERSON (See Instructions)

IN      

       

 

 

CUSIP NO. 29786A106 13 G Page  9 of 18

 

 

1

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).

 

Andy Weissman

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)     ¨     (b)     x     

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH
REPORTING

PERSON

WITH

 5

SOLE VOTING POWER

 

837,291 shares, except that 832,794 shares are directly owned by USV Opportunity. Opportunity GP, the general partner of USV Opportunity, may be deemed to have sole power to vote the shares held by USV Opportunity. Each of Burnham, Buttrick, Weissman, Wenger and Wilson is a manager of Opportunity GP and may be deemed to have shared power to vote the shares held by USV Opportunity.

  6

SHARED VOTING POWER

 

See response to row 5.

  7

SOLE DISPOSITIVE POWER

 

837,291 shares, except that 832,794 shares are directly owned by USV Opportunity. Opportunity GP, the general partner of USV Opportunity, may be deemed to have sole power to dispose of the shares held by USV Opportunity. Each of Burnham, Buttrick, Weissman, Wenger and Wilson is a manager of Opportunity GP and may be deemed to have shared power to dispose of the shares held by USV Opportunity.

  8

SHARED DISPOSITIVE POWER

 

See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

837,291     

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

¨     

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.75%     

12

TYPE OF REPORTING PERSON (See Instructions)

IN     

       

 

 

CUSIP NO. 29786A106 13 G Page  10 of 18

 

 

1

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).

 

Albert Wenger

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)     ¨     (b)     x     

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF 

SHARES

BENEFICIALLY

OWNED BY EACH
REPORTING

PERSON

WITH

 5

SOLE VOTING POWER

 

1,117,312 shares, except that 832,794 shares are directly owned by USV Opportunity. Opportunity GP, the general partner of USV Opportunity, may be deemed to have sole power to vote the shares held by USV Opportunity. Each of Burnham, Buttrick, Weissman, Wenger and Wilson is a manager of Opportunity GP and may be deemed to have shared power to vote the shares held by USV Opportunity.

  6

SHARED VOTING POWER

 

See response to row 5. 

  7

SOLE DISPOSITIVE POWER

 

1,117,312 shares, except that 832,794 shares are directly owned by USV Opportunity. Opportunity GP, the general partner of USV Opportunity, may be deemed to have sole power to dispose of the shares held by USV Opportunity. Each of Burnham, Buttrick, Weissman, Wenger and Wilson is a manager of Opportunity GP and may be deemed to have shared power to dispose of the shares held by USV Opportunity.

  8

SHARED DISPOSITIVE POWER

 

See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,117,312     

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

¨     

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

1.00%    

12

TYPE OF REPORTING PERSON (See Instructions)

IN    

       

 

 

CUSIP NO. 29786A106 13 G Page  11 of 18

 

 

1

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only).

 

Frederick R. Wilson

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)     ¨     (b)     x     

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH
REPORTING

PERSON

WITH

 5

SOLE VOTING POWER

 

9,371,945 shares, except that 7,958,952 shares are directly owned by USV 2004, 175,905 shares are directly owned by USV Principals 2004 and 832,794 shares are directly owned by USV Opportunity. 2004 GP, the general partner of USV 2004 and the managing member of USV Principals 2004, may be deemed to have sole power to vote the shares held by USV 2004 and USV Principals 2004, and Opportunity GP, the general partner of USV Opportunity, may be deemed to have sole power to vote the shares held by USV Opportunity. Each of Burnham and Wilson is a managing member of 2004 GP and may be deemed to have shared power to vote the shares held by USV 2004 and USV Principals 2004, and each of Burnham, Buttrick, Weissman, Wenger and Wilson is a manager of Opportunity GP and may be deemed to have shared power to vote the shares held by USV Opportunity.

  6

SHARED VOTING POWER

 

See response to row 5.

  7

SOLE DISPOSITIVE POWER

 

9,371,945 shares, except that 7,958,952 shares are directly owned by USV 2004, 175,905 shares are directly owned by USV Principals 2004 and 832,794 shares are directly owned by USV Opportunity. 2004 GP, the general partner of USV 2004 and the managing member of USV Principals 2004, may be deemed to have sole power to dispose of the shares held by USV 2004 and USV Principals 2004, and Opportunity GP, the general partner of USV Opportunity, may be deemed to have sole power to dispose of the shares held by USV Opportunity. Each of Burnham and Wilson is a managing member of 2004 GP and may be deemed to have shared power to dispose of the shares held by USV 2004 and USV Principals 2004, and each of Burnham, Buttrick, Weissman, Wenger and Wilson is a manager of Opportunity GP and may be deemed to have shared power to dispose of the shares held by USV Opportunity.

  8

SHARED DISPOSITIVE POWER

 

See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH  REPORTING PERSON

9,371,945     

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

¨     

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

8.36%     

12

TYPE OF REPORTING PERSON (See Instructions)

IN     

       

 

 

CUSIP NO. 29786A106 13 G Page  12 of 18

 

 

ITEM 1(A). NAME OF ISSUER

 

Etsy, Inc.

 

ITEM 1(B). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES
   
  55 Washington St., Suite 512
  Brooklyn, NY 11201
   
ITEM 2(A). NAME OF PERSONS FILING
   
  USV 2004, USV Principals 2004, USV Opportunity, 2004 GP, Opportunity GP, Burnham, Buttrick, Weissman, Wenger and Wilson.  The foregoing entities and individuals are collectively referred to as the “Reporting Persons.”
   
  2004 GP, the general partner of USV 2004 and the managing member of USV Principals 2004, may be deemed to have sole power to vote and sole power to dispose of the shares of the issuer directly owned by USV 2004 and USV Principals 2004.  Opportunity GP, the general partner of USV Opportunity, may be deemed to have sole power to vote and sole power to dispose of the shares of the issuer directly owned by USV Opportunity.  Burnham and Wilson are managing members of 2004 GP and may be deemed to have shared power to vote and shared power to dispose of the shares of the issuer directly owned by USV 2004 and USV Principals 2004.  Burnham, Buttrick, Weissman, Wenger and Wilson are managers of Opportunity GP and may be deemed to have shared power to vote and shared power to dispose of the shares of the issuer directly owned by USV Opportunity.
   
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE
   
  The address for each of the Reporting Persons is:
   
  c/o Union Square Ventures
  915 Broadway, 19th Floor
  New York, NY 10010
   
ITEM 2(C) CITIZENSHIP
   
  USV 2004 and USV Opportunity are Delaware limited partnerships.  USV Principals 2004 is a Delaware multiple series limited liability company.  2004 GP and Opportunity GP are Delaware limited liability companies.  Burnham, Buttrick, Weissman, Wenger and Wilson are United States citizens.
   
ITEM 2(D) AND (E). TITLE OF CLASS OF SECURITIES AND CUSIP NUMBER
   
  Common Stock
  CUSIP # 29786A106
   
ITEM 3. Not Applicable.
   
ITEM 4. OWNERSHIP
   
  Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.  

 

 

 

 

CUSIP NO. 29786A106 13 G Page  13 of 18

 

 

  (a) Amount beneficially owned:
     
    See Row 9 of cover page for each Reporting Person.
     
  (b) Percent of Class:
     
    See Row 11 of cover page for each Reporting Person.
     
     
  (c) Number of shares as to which such person has:

 

  (i) Sole power to vote or to direct the vote:
     
    See Row 5 of cover page for each Reporting Person.
     
  (ii) Shared power to vote or to direct the vote:
     
    See Row 6 of cover page for each Reporting Person.
     
  (iii) Sole power to dispose or to direct the disposition of:
     
    See Row 7 of cover page for each Reporting Person.
     
  (iv) Shared power to dispose or to direct the disposition of:
     
    See Row 8 of cover page for each Reporting Person.
     

ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
   
  Not applicable.
   
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
   
 

Not applicable.

 

ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
   
  Not applicable.
   
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
   
 

Not applicable.

 

ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
   
  Not applicable.
   
ITEM 10. CERTIFICATION.
   
  Not applicable.

 

 

 

CUSIP NO. 29786A106 13 G Page  14 of 18

 

 

SIGNATURES

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: February 12, 2016

 

Union Square Ventures 2004, L.P. /s/ Brad Burnham
By Union Square GP 2004, L.L.C. Signature
Its General Partner  
  Brad Burnham
  Managing Member
   
   
   
Union Square Principals 2004, /s/ Brad Burnham
a Delaware Multiple Series LLC Signature
By Union Square GP 2004, L.L.C.  
Its Managing Member Brad Burnham
  Managing Member
   
   
   
Union Square Ventures Opportunity Fund, L.P. /s/ John Buttrick
By Union Square Opportunity GP, L.L.C. Signature
Its General Partner  
  John Buttrick
  Manager
   
   
   
Union Square GP 2004, L.L.C. /s/ Brad Burnham
  Signature
   
  Brad Burnham
  Managing Member
   
   
   
Union Square Opportunity GP, L.L.C. /s/ John Buttrick
  Signature
   
  John Buttrick
  Manager
   
   
   
Brad Burnham /s/ Brad Burnham
  Brad Burnham
   

 

 

CUSIP NO. 29786A106 13 G Page  15 of 18

 

 

John Buttrick /s/ John Buttrick
  John Buttrick
   
   
   
Andy Weissman /s/ Andy Weissman
  Andy Weissman
   
   
   
Albert Wenger /s/ Albert Wenger
  Albert Wenger
   
   
   
Frederick R. Wilson /s/ Frederick R. Wilson
  Frederick R. Wilson

 

 

 

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

 

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for

other parties for whom copies are to be sent.

 

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)

 

 

 

CUSIP NO. 29786A106 13 G Page  16 of 18

 

EXHIBIT INDEX

 

  Found on Sequentially
Exhibit Numbered Page
   
Exhibit A:  Agreement of Joint Filing 17
   

 

 

 

CUSIP NO. 29786A106 13 G Page  17 of 18

 

 

exhibit A

 

Agreement of Joint Filing

 

The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of Etsy, Inc. shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G.

 

 

Date: February 12, 2016

 

Union Square Ventures 2004, L.P. /s/ Brad Burnham
By Union Square GP 2004, L.L.C. Signature
Its General Partner  
  Brad Burnham
  Managing Member
   
   
   
Union Square Principals 2004, /s/ Brad Burnham
a Delaware Multiple Series LLC Signature
By Union Square GP 2004, L.L.C.  
Its Managing Member Brad Burnham
  Managing Member
   
   
   
Union Square Ventures Opportunity Fund, L.P. /s/ John Buttrick
By Union Square Opportunity GP, L.L.C. Signature
Its General Partner  
  John Buttrick
  Manager
   
   
   
Union Square GP 2004, L.L.C. /s/ Brad Burnham
  Signature
   
  Brad Burnham
  Managing Member
   
   
   
Union Square Opportunity GP, L.L.C. /s/ John Buttrick
  Signature
   
  John Buttrick
  Manager
   

 

 

CUSIP NO. 29786A106 13 G Page  18 of 18

 

 

Brad Burnham /s/ Brad Burnham
  Brad Burnham
   

 

John Buttrick /s/ John Buttrick
  John Buttrick
   
   
   
Andy Weissman /s/ Andy Weissman
  Andy Weissman
   
   
   
Albert Wenger /s/ Albert Wenger
  Albert Wenger
   
   
   
Frederick R. Wilson /s/ Frederick R. Wilson
  Frederick R. Wilson