Marla Blow
About Marla Blow
Independent Class III director at Etsy since 2021; age 54. Currently chairs the Board’s Risk Oversight Committee and brings deep payments/financial services experience, regulatory background (CFPB), and platform expertise supporting small business, with executive leadership across private and public sectors .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Skoll Foundation | President & Chief Operating Officer | Since Mar 2021 | Leads program work, grants, investments, and financial management |
| Mastercard Center for Inclusive Growth | SVP, Social Impact (North America) | Oct 2019 – Mar 2021 | Social impact leadership in inclusive growth |
| FS Card Inc. | Founder & Chief Executive Officer | 2014 – Jan 2019 | Subprime credit card venture; sold to a strategic acquirer |
| Fenway Summer LLC | Partner | Concurrent with FS Card incubation | Consumer finance investment/venture formation |
| Consumer Financial Protection Bureau | Assistant Director, Card & Payments Markets Group | Prior to FS Card | Regulatory oversight of card/payments markets |
| Capital One | Various roles in credit card business | Prior | Operating/execution experience in cards |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Square Financial Services (subsidiary of Block, Inc., formerly Square) | Director | Since Mar 2021 | Independent banking subsidiary; governance oversight in payments |
| Care.com | Director | Feb 2018 – Mar 2020 | Company acquired by IAC/InterActive Corp |
| FactorTrust, Inc. | Director | 2016 – 2017 | Company acquired by TransUnion |
Board Governance
- Independence: Board determined Ms. Blow is independent under Nasdaq and SEC rules; all Committee members (including Risk Oversight) are independent .
- Committee leadership and scope: Chairs Risk Oversight Committee (members: Blow, Briggs, Smyth). Committee met 4 times in 2024 and oversees technology/info security (including AI risks), regulatory/compliance, marketplace trust/safety (IP, anti-counterfeit, fraud), operational resilience (third-party/supplier), and payment operations risks .
- Board structure: Independent Chair (Fred Wilson) and majority independent Board; staggered classes; majority voting standard for director elections .
- Attendance: Board met 6 times in 2024; each director attended at least 75% of Board and Committee meetings; all directors attended the 2024 Annual Meeting .
- Skills: Key qualifications emphasize payments/financial services, regulatory experience, and small business platform expertise . Board skills framework includes risk management, information security/cybersecurity, finance/reporting, and payments processing among oversight areas .
Fixed Compensation
| Component | 2024 Amount | Detail |
|---|---|---|
| Cash fees | $10,000 | Prorated catch-up retainer for Risk Oversight Committee chair role created after 2024 Annual Meeting |
| Stock awards (RSUs) | $304,790 | 5,068 RSUs granted; aggregate grant-date fair value computed under ASC 718; grant-date closing price $60.14; RSU count based on 30-trading-day average price methodology |
| Option awards | $0 | No options granted to Ms. Blow in 2024 |
| Total | $314,790 | Sum of cash and RSUs |
2025 director pay mix change (effective with the upcoming Annual Meeting):
- Annual board retainer: $300,000, of which $250,000 in RSUs issued on the Annual Meeting date (vest in full on earliest of next Annual Meeting, change in control, or death) and $50,000 paid in cash on/around the 2026 Annual Meeting, subject to continued service; Board Chair continues to receive retainers in stock options .
Performance Compensation
Director equity is time-based (no performance metrics disclosed for non-employee directors):
| Metric | Plan Feature | Applicable to Directors | Source |
|---|---|---|---|
| Performance metrics (TSR, revenue, EBITDA, ESG) | None disclosed for director awards | N/A | RSUs vest time-based as specified for 2025 program |
Other Directorships & Interlocks
| Entity | Relationship to Etsy | Governance/Conflict Considerations |
|---|---|---|
| Square Financial Services (Block, Inc. subsidiary) | External bank subsidiary director | Payments expertise beneficial to Etsy’s risk oversight; Audit Committee oversees related-person transactions; Etsy reported no related-person transactions >$120k in 2024 beyond an employee relative of another director |
| Care.com; FactorTrust, Inc. | Prior directorships | Historical roles; no Etsy related-party transactions disclosed tied to these entities |
Expertise & Qualifications
- Payments and financial services domain expertise; regulator experience (CFPB); platform support for small businesses; purpose-driven leadership in private/public sectors .
- Board risk oversight emphasis aligns with her background in technology/cybersecurity risks, regulatory/compliance, marketplace trust/safety, operational resilience, and payment operations .
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Beneficial ownership (Apr 1, 2025) | 5,743 shares | Less than 1% of outstanding common stock (105,258,242 shares) |
| Shares owned outright | 5,323 shares | Footnote detail for Ms. Blow |
| Options exercisable | 420 | Counted in beneficial ownership; options do not count toward ownership guideline compliance |
| Unvested RSUs (Dec 31, 2024) | 5,068 | As of FY-end 2024 |
| Ownership guidelines | Lesser of $150,000 or 1,500 shares for non-employee directors | Compliance measured by end of year within 5 years; unexercised options do not count; vested RSUs count net of withholding |
- Alignment indicators:
- Hedging/pledging prohibited for directors and employees under Insider Trading Policy .
- Based on 5,323 shares owned outright, she appears to exceed the 1,500-share director ownership guideline threshold; formal measurement occurs at fiscal year-end per policy .
Governance Assessment
- Effectiveness: Independent director chairing a risk-focused committee with clearly articulated remit and meeting cadence (4 in 2024), supporting robust oversight of cyber/AI, marketplace trust/safety, payments, and regulatory compliance—areas directly material to Etsy’s marketplace integrity and risk posture .
- Engagement: Board/committee attendance thresholds met; serves as committee chair, reflecting active engagement and leadership .
- Incentive alignment: Director pay predominantly equity-based (RSUs) with updated 2025 pay mix still majority equity; explicit ownership guidelines and hedging/pledging prohibitions strengthen alignment with shareholders .
- Conflicts/Related-party exposure: Audit Committee administers a formal related-person transactions policy; Etsy disclosed no reportable related-person transactions for directors in 2024 other than an employee relative of another director—none involving Ms. Blow . Continue monitoring any potential interlock risk arising from external payments affiliations, with Audit Committee oversight in place .
- RED FLAGS: None identified in filings for Ms. Blow (no related-party transactions; hedging/pledging banned; compliance framework in place) .