David S. Rosenblatt
ETSYAbout David S. Rosenblatt
Independent director at Etsy since 2025 (Class III), age 57. Rosenblatt is a seasoned marketplace and advertising executive: CEO and director of 1stDibs since 2011; former President, Global Display Advertising at Google (2008–2009); and former CEO and President at DoubleClick (1997–2008). He serves on Etsy’s Compensation Committee and is classified as independent under Nasdaq/SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Google (Alphabet) | President, Global Display Advertising | 2008–2009 | Led global display advertising strategy |
| DoubleClick | CEO; President; executive roles | CEO 2005–2008; President 2000–2005; joined 1997 | Scaled digital marketing tech; leadership of core ad tech businesses |
External Roles
| Organization | Role | Tenure |
|---|---|---|
| 1stDibs.com, Inc. | Chief Executive Officer; Director | Since 2011 |
| IAC Holdings, Inc. | Director | Since 2008 |
| Twitter (now X Corp.) | Director (former) | 2010–Oct 2022 |
Board Governance
- Board/Committee positions: Member, Compensation Committee; not a chair .
- Independence: Board determined all non-CEO directors and all committee members (including Compensation) meet Nasdaq/SEC heightened independence requirements .
- Board structure: Staggered, 3 classes; Rosenblatt is Class III .
- Attendance and engagement: Board met 6 times in 2024; each director (serving in 2024) attended ≥75% of meetings; all directors attended the 2024 Annual Meeting. Rosenblatt joined in 2025—specific attendance for him not yet disclosed .
- Overboarding policy: Etsy’s policy limits public boards; Board granted Rosenblatt a waiver upon appointment given anticipated benefit to Board development .
Fixed Compensation
| Metric | 2024 Program | 2025 Program | Notes |
|---|---|---|---|
| Annual Board Retainer | $300,000 (paid in equity RSUs) | $300,000 total; $250,000 RSUs (grant at Annual Meeting); $50,000 cash (paid on/around 2026 Annual Meeting) | Board Chair receives options instead of RSUs |
| Compensation Committee Member Retainer | $8,000 (equity) | $8,000 (structure retained) | Additional chair/member retainers per committee |
| Grant timing for new directors | RSUs equal to board + committee retainers; granted first business day of month after appointment; prorated by months until next Annual Meeting; vests in full at next Annual Meeting or earlier on change in control/death | Same approach continues | Rosenblatt appointed March 10, 2025; did not receive 2024 director compensation |
| Catch-up retainers | Cash catch-up for added roles mid-cycle (members/chairs), prorated; Board Chair catch-up in equity | Applies as needed |
Performance Compensation
- Not applicable for non-employee directors. Etsy does not use performance share units (PSUs) or cash performance metrics for directors; director pay is retainers (cash/equity) with time-based vesting. No director performance metrics are disclosed for Rosenblatt .
Other Directorships & Interlocks
- Current public boards: 1stDibs (CEO/director), IAC (director) .
- Potential interlocks: Etsy’s Compensation Peer Group includes IAC among peer-companies used for benchmarking (peer group listed for 2024 program). This is a network interlock, not a disclosed related-party transaction; Audit Committee reviews related-person matters .
- No disclosed related-party transactions involving Rosenblatt. Etsy reported one related-person employment (director Gary Briggs’ son) and otherwise none >$120,000 since Jan 1, 2024 .
Expertise & Qualifications
- Extensive experience in digital marketplaces, online advertising, and marketing technology; significant executive leadership including public-company CEO and director roles .
- Board skills framework emphasizes technology/e-commerce, strategic transactions, risk oversight, and finance/reporting across the board; Rosenblatt is included in the director skills matrix set .
Equity Ownership
| Metric | As of Apr 1, 2025 |
|---|---|
| Beneficial ownership (# of shares) | 0 shares; “less than 1%” of outstanding common stock |
| Director stock ownership guideline | Lesser of $150,000 or 1,500 shares; compliance by Dec 31, 2030 for Rosenblatt |
| Hedging/pledging policy | Prohibited for employees/directors (no short sales, hedging, derivatives, pledging/collateral) |
Governance Assessment
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Positive signals:
- Independence and placement on Compensation Committee; use of independent consultant (Compensia) and robust committee charter/authority .
- Board responsiveness to shareholder feedback (2024 say‑on‑pay support ~59%) and 2025 changes to executive PSU performance period and annual cash metrics; proposal to remove supermajority vote provisions, enhancing shareholder rights .
- Strong guardrails: clawback policy; stock ownership guidelines; prohibition on hedging/pledging; majority voting for directors .
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Risks and watch items:
- RED FLAG: Overboarding waiver granted to Rosenblatt upon appointment—monitor aggregate board commitments and time availability .
- Alignment gap near term: As of April 1, 2025, Rosenblatt held 0 Etsy shares; guideline compliance deadline is Dec 31, 2030. Expect RSU grants to begin alignment; monitor actual ownership accumulation versus guideline .
- Potential competitive overlap: CEO of 1stDibs (design-focused marketplace). No related-party transactions disclosed, but governance teams should monitor any strategic interactions or ecosystem overlaps; Etsy’s Audit Committee oversees related-person/conflict policies .
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Committee effectiveness considerations:
- Compensation Committee met 6 times in 2024; 2025 chartered to oversee ownership guidelines, clawback, risk assessment, and executive compensation design changes; Rosenblatt added as an additional member in 2025 .
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Shareholder engagement context:
- Extensive off-season engagement following 2024 say-on-pay; Board Chair and Comp Committee Chair participated (~20% of outstanding shares). Program continues in 2025 .
Overall: Rosenblatt brings deep marketplace and ad-tech expertise and executive experience, aligned with Etsy’s core strategic challenges in buyer engagement and monetization. Governance risks are manageable but include overboarding waiver and initial low personal ownership; continued monitoring of time commitments and guideline compliance is prudent. No conflicts or related-party exposures disclosed.