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Form 3 OVERSTOCK.COM, INC For: Aug 05 Filed by: Mathews Krista Jean

August 21, 2019 7:52 PM EDT
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
Mathews Krista Jean

(Last) (First) (Middle)
799 WEST COLISEUM WAY

(Street)
MIDVALE UT 84047

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/05/2019
3. Issuer Name and Ticker or Trading Symbol
OVERSTOCK.COM, INC [ OSTK ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Customer Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units   (1) 02/13/2022 Common Stock 8,000 0.0001 D  
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of Overstock.com, Inc. common stock. The restricted stock units will vest in three equal installments at the close of business on February 13, 2020, February 13, 2021, and February 13, 2022. Vested shares will be delivered to the reporting person promptly after the restricted stock units vest.
/s/ Allison Fletcher (attorney-in-fact) 08/21/2019
** 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 Number.
OVERSTOCK.COM, INC.

                   LIMITED POWER OF ATTORNEY - SECURITIES LAW
                                   COMPLIANCE

      The  undersigned,  as  an  officer or director of Overstock.com, Inc. (the
"Company"),  hereby  constitutes  and  appoints, E. Glen Nickle, Vice President,
Legal  and  General  Counsel;  Allison Fletcher, Deputy General Counsel & Senior
Director  of  Legal  Affairs, Legal; Anthony Strong, Vice President, Finance and
Controller; Brian Keller, Senior Manager of Treasury, Finance; and each of them,
as the undersigned's true and lawful attorney-in-fact and agent, to complete and
execute  such  Forms  144,  Forms  3,  4,  and  5  and  other  forms as any such
attorney-in-fact  shall  in  his  or  her discretion determine to be required or
advisable  pursuant to Rule 144 promulgated under the Securities Act of 1933, as
amended,  Section 16 of the Securities Exchange Act of 1934, as amended, and the
rules  and  regulations  thereunder, or any successor laws and regulations, as a
consequence  of  the  undersigned's  ownership,  acquisition  or  disposition of
securities  of  the  Company, and to do all acts necessary in order to file such
forms  with  the  Securities and Exchange Commission, any securities exchange or
national  association,  the  Company and such other person or agency as any such
attorney-in-fact  shall  deem  appropriate.  The undersigned hereby ratifies and
confirms all that said attorneys-in-fact and agents shall do or cause to be done
by virtue hereof.

      This Limited Power of Attorney shall remain in full force and effect until
the  undersigned  is no longer required to file Forms 3, 4 and 5 with respect to
the  undersigned's  holdings  of  and  transactions  in securities issued by the
Company,  unless replaced by a Limited Power of Attorney of more recent date, or
earlier  revoked  by  the  undersigned  in  a writing delivered to the foregoing
attorneys-in-fact.

      This  Limited Power of Attorney is executed in Salt Lake City, Utah, as of
the date set forth below.

                                            /s/ Krista Jean Mathews
                                            ----------------------------------
                                            Signature

                                            Krista Jean Mathews
                                            ----------------------------------
                                            Type or Print Name

                                            Dated: 8/12/19
                                                   ---------------------------

WITNESS:

/s/ Leslie Lancaster
-------------------------------------
Signature

Leslie Lancaster
-------------------------------------
Type or Print Name

Dated:  8/12/19
      ----------------------------



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