Etsy Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
$ETSY
Business Services
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
_____________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 17, 2025
(Exact name of registrant as specified in its charter)
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| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices, including zip code)
(718 ) 880-3660
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
_____________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. □
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Item 5.07. Submission of Matters to a Vote of Security Holders.
The following is a description of each proposal that stockholders voted on at the 2025 Annual Meeting of Stockholders of Etsy,
Inc. (“Etsy”) held on June 17, 2025, as well as the number of votes cast.
| Proposal 1 - Election of Directors | ||
Each of the Class I director nominees to the Board of Directors was elected to serve until Etsy's 2028 Annual Meeting of Stockholders and until his or her successor has been elected and qualified or until he or she resigns, dies, or is removed from the Board of Directors.
| Director Name | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||||||||||||||||
| C. Andrew Ballard | 54,122,356 | 16,623,174 | 194,961 | 16,362,203 | ||||||||||||||||||||||
| Margaret M. Smyth | 51,311,652 | 19,436,618 | 192,221 | 16,362,203 | ||||||||||||||||||||||
| Marc Steinberg | 55,066,609 | 15,676,542 | 197,340 | 16,362,203 | ||||||||||||||||||||||
| Proposal 2 - Advisory Vote on Named Executive Officer Compensation | ||
Stockholders approved, on an advisory basis, the compensation of Etsy's named executive officers.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||||||
| 62,001,417 | 8,652,096 | 286,978 | 16,362,203 | |||||||||||||||||
| Proposal 3 - Ratification of the Appointment of Independent Registered Public Accounting Firm | ||
Stockholders ratified the appointment of PricewaterhouseCoopers LLP as Etsy’s independent registered public accounting firm for the fiscal year ending December 31, 2025.
| Votes For | Votes Against | Abstentions | ||||||||||||
| 86,531,128 | 492,185 | 279,381 | ||||||||||||
| Proposal 4 - Vote to Approve an Amendment to Etsy's Certificate of Incorporation | ||
Stockholders approved an amendment to Etsy's certificate of incorporation.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||||||
| 70,531,741 | 206,927 | 201,823 | 16,362,203 | |||||||||||||||||
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | ||||
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document | ||||
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ETSY, INC.
By: /s/ Colin Stretch
Colin Stretch
Chief Legal Officer
Dated: June 18, 2025
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