Print Page | Close Window

SEC Filings

4
BYRNE PATRICK filed this Form 4 on 09/10/2018
Entire Document
 << Previous Page | Next Page >>
SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
BYRNE PATRICK

(Last) (First) (Middle)
799 W. COLISEUM WAY

(Street)
MIDVALE UT 84047

(City) (State) (Zip)
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
3. Date of Earliest Transaction (Month/Day/Year)
09/06/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 09/06/2018 S 121,295 D $25.4361(2) 5,330,832 I High Plains Investments LLC(1)
Common Stock 09/06/2018 S 26,204 D $26.6681(3) 5,304,628 I High Plains Investments LLC
Common Stock 09/07/2018 S 451,379 D $25.8289(4) 4,853,249 I High Plains Investments LLC
Common Stock 09/10/2018 S 173,925 D $25.972(5) 4,679,324 I High Plains Investments LLC
Common Stock 09/10/2018 S 1,500 D $27.0033(6) 4,677,824 I High Plains Investments LLC
Common Stock 1,050,023 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
1. Name and Address of Reporting Person*
BYRNE PATRICK

(Last) (First) (Middle)
799 W. COLISEUM WAY

(Street)
MIDVALE UT 84047

(City) (State) (Zip)
1. Name and Address of Reporting Person*
HIGH PLAINS INVESTMENTS LLC

(Last) (First) (Middle)
750 BRYAN ROAD

(Street)
SALT LAKE CITY UT 00000

(City) (State) (Zip)
Explanation of Responses:
1. 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.
2. $25.4361 is the weighted average sale price for the 121,295 shares sold on September 6, 2018. There were multiple trades priced between $25.2750 and $26.1500 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. These securities are owned directly by High Plains Investments LLC, a ten percent owner of the issuer, and indirectly by Patrick M. Byrne, who holds 100% of the voting interest in and controls High Plains Investments LLC. Patrick M. Byrne is the Chief Executive Officer and a director and a ten percent owner of the issuer.
3. $26.6681 is the weighted average sale price for the 26,204 shares sold on September 6, 2018. There were multiple trades priced between $26.4250 and $27.4000 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. These securities are owned directly by High Plains Investments LLC, a ten percent owner of the issuer, and indirectly by Patrick M. Byrne, who holds 100% of the voting interest in and controls High Plains Investments LLC.
4. $25.8289 is the weighted average sale price for the 451,379 shares sold on September 7, 2018. There were multiple trades priced between $25.3001 and $26.2250 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. These securities are owned directly by High Plains Investments LLC, a ten percent owner of the issuer, and indirectly by Patrick M. Byrne, who holds 100% of the voting interest in and controls High Plains Investments LLC.
5. $25.9720 is the weighted average sale price for the 173,925 shares sold on September 10, 2018. There were multiple trades priced between $25.7000 and $26.3000 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. These securities are owned directly by High Plains Investments LLC, a ten percent owner of the issuer, and indirectly by Patrick M. Byrne, who holds 100% of the voting interest in and controls High Plains Investments LLC.
6. $27.0033 is the weighted average sale price for the 1,500 shares sold on September 10, 2018. There were multiple trades priced between $27.0000 and $27.0500 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. These securities are owned directly by High Plains Investments LLC, a ten percent owner of the issuer, and indirectly by Patrick M. Byrne, who holds 100% of the voting interest in and controls High Plains Investments LLC.
For High Plains Investments LLC: /s/ John Pettway 09/10/2016
For Patrick M. Byrne: /s/ Patrick M. Byrne 09/10/2016
** 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 Number.
 << Previous Page | Next Page >>