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BED BATH & BEYOND, INC. Director's Dealing 2012

Feb 6, 2012

32775_dirs_2012-02-06_2649bed7-55ba-4725-baf3-59bb674e91c0.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: OVERSTOCK.COM, INC (OSTK)
CIK: 0001130713
Period of Report: 2012-02-02

Reporting Person: Nielsen David J. (SVP, Merchandising & Supply Ch)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 2653 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Restricted Stock Units $.0001 2012-10-23 Common Stock (500) Direct
Restricted Stock Units $.0001 2013-02-02 Common Stock (4000) Direct
Restricted Stock Units $.0001 2014-01-22 Common Stock (5625) Direct
Restricted Stock Units $.0001 2015-01-23 Common Stock (35000) Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of Overstock.com, Inc. common stock. The restricted stock units vest as to 25% at the close of business on October 23, 2010, an additional 25% at the close of business on October 23, 2011, and the remaining 50% at the close of business on October 23, 2012. Vested shares will be delivered to the reporting person promptly after the restricked stock units vest.

F2: Each restricted stock unit represents a contingent right to receive one share of Overstock.com, Inc. common stock. The restricted stock units vest as to 25% at the close of business on February 2, 2011, an additional 25% at the close of business on February 2, 2012, and the remaining 50% at the close of business on February 2, 2013. Vested shares will be delivered to the reporting person promptly after the restricked stock units vest.

F3: Each restricted stock unit represents a contingent right to receive one share of Overstock.com, Inc. common stock. The restricted stock units vest as to 25% at the close of business on January 22, 2012, an additional 25% at the close of business on January 22, 2013, and the remaining 50% at the close of business on January 22, 2014. Vested shares will be delivered to the reporting person promptly after the restricked stock units vest.

F4: Each restricted stock unit represents a contingent right to receive one share of Overstock.com, Inc. common stock. The restricted stock units vest as to 25% at the close of business on January 23, 2013, an additional 25% at the close of business on January 23, 2014, and the remaining 50% at the close of business on January 23, 2015. Vested shares will be delivered to the reporting person promptly after the restricked stock units vest.