ETSY INC
For the period ended Dec 31, 2025. Filed Feb 19, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Feb 19, 2026
ETSY$86.50-2.2%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
(a) The following documents are filed as part of this report:
(1) Financial Statements.
Our consolidated financial statements are listed in the “Index to Consolidated Financial Statements” under Part II, Item 8 of this Annual Report.
(2) Financial Statement Schedules.
All schedules are omitted because they are not applicable or because the required information is shown in the consolidated financial statements and accompanying notes.
(3) Exhibits.
| Exhibit · Incorporated by Reference · FiledHerewith | ||||||
|---|---|---|---|---|---|---|
| Number · Exhibit Description · Form · File No. · Exhibit · Filing Date | ||||||
| 2.1 | Sale and Purchase Agreement by and among Etsy, Inc. and eBay Inc., dated as of February 15, 2026. | 8-K | 001-36911 | 2.1 | 2/18/2026 | |
| 3.1 | Amended and Restated Certificate of Incorporation of Etsy, Inc. | 10-Q | 001-36911 | 3.1 | 7/30/2025 | |
| 3.2 | Amended and Restated Bylaws of Etsy, Inc. | 8-K | 001-36911 | 3.1 | 12/19/2025 | |
| 4.1 | Indenture between Etsy, Inc. and U.S. Bank National Association, dated as of September 23, 2019 | 8-K | 001-36911 | 4.1 | 9/23/2019 | |
| 4.2 | Form of Global Note, representing Etsy, Inc.’s 0.125% Convertible Senior Notes due 2026 (included as Exhibit A to the Indenture filed as Exhibit 4.1) | 8-K | 001-36911 | 4.2 | 9/23/2019 | |
| 4.3 | Form of Confirmation for Capped Call Transaction | 8-K | 001-36911 | 99.2 | 9/23/2019 | |
| 4.4 | Indenture, dated as of August 24, 2020, by and between Etsy, Inc. and U.S. Bank National Association, as Trustee | 8-K | 001-36911 | 4.1 | 8/24/2020 | |
| 4.5 | Form of Global Note, representing Etsy, Inc.’s 0.125% Convertible Senior Notes due 2027 (included as Exhibit A to the Indenture filed as Exhibit 4.4) | 8-K | 001-36911 | 4.2 | 8/24/2020 | |
| 4.6 | Form of Confirmation for 2020 Capped Call Transactions | 8-K | 001-36911 | 99.1 | 8/24/2020 | |
| 4.7 | Indenture, dated as of June 11, 2021, between Etsy, Inc. and U.S. Bank National Association, as Trustee | 8-K | 001-36911 | 4.1 | 6/11/2021 | |
| 4.8 | Form of Note, representing Etsy, Inc.’s 0.25% Convertible Senior Notes due 2028 (included as Exhibit A to the Indenture filed as Exhibit 4.7) | 8-K | 001-36911 | 4.2 | 6/11/2021 | |
| 4.9 | Form of Confirmation for 2021 Capped Call Transactions | 8-K | 001-36911 | 99.1 | 6/11/2021 | |
| 4.10 | Indenture, dated as of June 16, 2025, by and between Etsy, Inc. and U.S. Bank Trust Company, National Association, as Trustee | 8-K | 001-36911 | 4.1 | 6/16/2025 | |
| 4.11 | Form of Note, representing Etsy, Inc.’s 1.00% Convertible Senior Notes due 2030 (included as Exhibit A to the Indenture filed as Exhibit 4.1) | 8-K | 001-36911 | 4.2 | 6/16/2025 | |
| 4.12 | Description of Securities | X | ||||
| 10.1* | Form of Indemnification Agreement between Etsy, Inc. and each of its directors and executive officers | S-1/A | 333-202497 | 10.1 | 3/31/2015 | |
| 10.2* | 2015 Equity Incentive Plan | S-1/A | 333-202497 | 10.3 | 4/14/2015 | |
| 10.2.1* | Forms of agreements under 2015 Equity Incentive Plan | 10-K | 001-36911 | 10.3.1 | 2/28/2019 | |
| Exhibit · Incorporated by Reference · FiledHerewith | ||||||
|---|---|---|---|---|---|---|
| Number · Exhibit Description · Form · File No. · Exhibit · Filing Date | ||||||
| 10.2.2* | Form of Restricted Stock Unit (RSU) Agreement under 2015 Equity Incentive Plan (2023) | 10-Q | 001-36911 | 10.1 | 5/4/2023 | |
| 10.2.3* | Form of Performance Stock Unit (PSU) Agreement under 2015 Equity Incentive Plan (2023) | 10-Q | 001-36911 | 10.2 | 5/4/2023 | |
| 10.3* | 2024 Equity Incentive Plan | 8-K | 001-36911 | 10.1 | 6/18/2024 | |
| 10.3.1* | Form of Restricted Stock Unit (RSU) Agreement under 2024 Equity Incentive Plan (2024) | 10-K | 001-36911 | 10.4.1 | 2/19/2025 | |
| 10.3.2* | Form of Restricted Stock Unit (RSU) Agreement under 2024 Equity Incentive Plan (March 2025) | 10-Q | 001-36911 | 10.3 | 4/30/2025 | |
| 10.3.3* | Form of Performance Stock Unit (PSU) Agreement under 2024 Equity Incentive Plan (March 2025) | 10-Q | 001-36911 | 10.4 | 4/30/2025 | |
| 10.3.4* | Form of Restricted Stock Unit (RSU) Agreement under 2024 Equity Incentive Plan (June 2025) | X | ||||
| 10.3.5* | Form of Performance Stock Unit (PSU) Agreement under 2024 Equity Incentive Plan (June 2025) | X | ||||
| 10.4* | 2024 Inducement Plan | 8-K | 001-36911 | 10.1 | 12/16/2024 | |
| 10.4.1* | Form of Restricted Stock Unit (RSU) Agreement under 2024 Inducement Plan | 10-K | 001-36911 | 10.4.1 | 2/19/2025 | |
| 10.4.2* | Form of Performance Stock Unit (PSU) Agreement under 2024 Inducement Plan | 10-Q | 001-36911 | 10.5 | 4/30/2025 | |
| 10.5* | 2015 Employee Stock Purchase Plan | S-1/A | 333-202497 | 10.4 | 3/31/2015 | |
| 10.6 | Agreement of Lease, dated May 12, 2014, among Etsy, Inc., 117 Adams Owner LLC and 55 Prospect Owner LLC | S-1 | 333-202497 | 10.6 | 3/4/2015 | |
| 10.6.1 | First Amendment to Lease Agreement, effective as of October 1, 2021, among Etsy, Inc. and RFR/K 117 Adams Owner LLC and RFR/K 55 Prospect Owner LLC | 10-K | 001-36911 | 10.5.1 | 2/25/2022 | |
| 10.7 | Amended and Restated Offer Letter, dated as of January 15, 2021, by and between Josh Silverman and Etsy, Inc. | 8-K | 001-36911 | 10.1 | 1/20/2021 | |
| 10.7.1* | Letter Agreement by and between Josh Silverman and Etsy, Inc., dated October 24, 2025 | X | ||||
| 10.8* | Letter Agreement between Etsy, Inc. and Charles Baker, dated November 21, 2024 | 10-K | 001-36911 | 10.7 | 2/19/2025 | |
| 10.9* | Letter Agreement by and between Kruti Patel Goyal and Etsy, Inc., dated October 24, 2025 | X | ||||
| 10.10* | Letter Agreement between Etsy, Inc. and Colin Stretch, dated January 20, 2023 | 10-Q | 001-36911 | 10.4 | 5/4/2023 | |
| 10.11* | Letter Agreement between Etsy, Inc. and Rafe Colburn, dated March 26, 2025 | X | ||||
| 10.11.1* | Letter Agreement between Etsy, Inc. and Rafe Colburn, dated August 29, 2025 | X | ||||
| 10.12* | Amended and Restated Executive Severance Plan | 10-Q | 001-36911 | 10.1 | 4/30/2025 | |
| 10.13* | Management Cash Incentive Plan | S-1 | 333-202497 | 10.14 | 3/4/2015 | |
| 10.13.1* | Amendment No. 1 to the Etsy, Inc. Management Cash Incentive Plan | 10-Q | 001-36911 | 10.1 | 8/4/2016 | |
| 10.14* | Amended and Restated Compensation Program for Non-Employee Directors, effective March 5, 2025 | 10-Q | 001-36911 | 10.2 | 4/30/2025 | |
| 10.15 | Amended and Restated Credit Agreement dated as of March 24, 2023, among Etsy, Inc., JPMorgan Chase Bank, N.A., and the other parties thereto | 10-Q | 001-36911 | 10.5 | 5/4/2023 | |
| Exhibit · Incorporated by Reference · FiledHerewith | ||||||
|---|---|---|---|---|---|---|
| Number · Exhibit Description · Form · File No. · Exhibit · Filing Date | ||||||
| 10.15.1 | First Amendment to the Amended and Restated Credit Agreement dated as of June 2, 2025, among Etsy, Inc., JPMorgan Chase Bank, N.A., and the other parties thereto | 10-Q | 001-36911 | 10.1 | 7/30/2025 | |
| 19.1 | Insider Trading Policy | 10-K | 001-36911 | 19.1 | 2/19/2025 | |
| 21.1 | List of Subsidiaries of Etsy, Inc. | X | ||||
| 23.1 | Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm | X | ||||
| 24.1 | Power of Attorney (contained in the signature page to this Annual Report on Form 10-K) | X | ||||
| 31.1 | Certification of Principal Executive Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended | X | ||||
| 31.2 | Certification of Principal Financial Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended | X | ||||
| 32.1† | Certification of Chief Executive Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350 | X | ||||
| 32.2† | Certification of Chief Financial Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350 | X | ||||
| 97 | Policy Relating to Recovery of Erroneously Awarded Compensation | X | ||||
| 101.INS | Inline XBRL Instance Document** | |||||
| 101.SCH | Inline XBRL Taxonomy Schema Linkbase Document | X | ||||
| 101.CAL | Inline XBRL Taxonomy Calculation Linkbase Document | X | ||||
| 101.DEF | Inline XBRL Taxonomy Definition Linkbase Document | X | ||||
| 101.LAB | Inline XBRL Taxonomy Labels Linkbase Document | X | ||||
| 101.PRE | Inline XBRL Taxonomy Presentation Linkbase Document | X | ||||
| 104 | The cover page of the Company’s Annual Report on Form 10-K for the year ended Dec. 31, 2025, formatted in inline XBRL.*** | |||||
- Indicates a management contract or compensatory plan.
† These certifications are not deemed to be filed with the SEC and are not to be incorporated by reference into any filing of Etsy, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.
** The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
*** The cover page interactive data file is embedded within the inline XBRL document and included in Exhibit 101.
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