Statement of Changes in Beneficial Ownership (4)

Date : 05/15/2019 @ 6:46PM
Source : Edgar (US Regulatory)
Stock : Overstock com Inc (OSTK)
Quote : 11.31  0.0 (0.00%) @ 1:07PM
Pre-Market
Last Trade
Last $ 11.26 ▼ -0.05 (-0.44%)

Statement of Changes in Beneficial Ownership (4)

FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

BYRNE PATRICK MICHAEL
2. Issuer Name and Ticker or Trading Symbol

OVERSTOCK.COM, INC [ OSTK ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
CEO
(Last)          (First)          (Middle)

799 W COLISEUM WAY
3. Date of Earliest Transaction (MM/DD/YYYY)

5/13/2019
(Street)

MIDVALE, UT 84047
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   5/13/2019     S    250000   D $13.3316   (1) 4390824   I   High Plains Investments LLC   (3)
Common Stock   5/14/2019     S    250000   D $12.8447   (2) 4140824   I   High Plains Investments LLC   (3)
Common Stock                  1056690   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
(1)  $13.3316 is the weighted average sale price for the 250,000 shares sold on May 13, 2019. The shares were sold in multiple transactions at prices ranging from $12.40 to $13.905 per share, inclusive. The reporting person will provide, upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price.
(2)  $12.8447 is the weighted average sale price for the 250,000 shares sold on May 14, 2019. The shares were sold in multiple transactions at prices ranging from $12.60 to $13.085 per share, inclusive. The reporting person will provide, upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price.
(3)  This Form 4 is filed jointly by Patrick M. Byrne and High Plains Investments LLC. Patrick M. Byrne holds 100% of the voting interest in and controls High Plains Investments LLC. The securities described herein are or were held directly by High Plains Investments LLC, which is a ten percent owner of the issuer. The address of High Plains Investments LLC is 700 Bitner Road, Park City, Utah 84098.

Remarks:
Pursuant to Instruction 4(b)(v), below is a list of the names and addresses of each reporting person on behalf of whom this Form 4 is being submitted:1. Patrick M. Byrne, 799 W. Coliseum Way, Midvale, Utah 84047.2. High Plains Investments LLC, 700 Bitner Road, Park City, Utah 84098.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
BYRNE PATRICK MICHAEL
799 W COLISEUM WAY
MIDVALE, UT 84047
X X CEO
HIGH PLAINS INVESTMENTS LLC
700 BITNER ROAD
PARK CITY, UT 84098

X


Signatures
For Patrick M. Byrne: /s/ Allison Fletcher (attorney-in-fact) 5/15/2019
** Signature of Reporting Person Date

For High Plains Investments LLC: /s/ Allison Fletcher (attorney-in-fact) 5/15/2019
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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