BED BATH & BEYOND, INC. — Director's Dealing 2013

Jan 24, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OVERSTOCK.COM, INC (OSTK)
CIK: 0001130713
Period of Report: 2013-01-22

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-01-22	Common Stock	M	1875	$0.0001	Acquired	4870	Direct
2013-01-22	Common Stock	F	706	$0.0001	Disposed	4164	Direct
2013-01-23	Common Stock	M	8750	$0.0001	Acquired	12914	Direct
2013-01-23	Common Stock	F	3068	$0.0001	Disposed	9846	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-01-22	Restricted Stock Units	$	M	1875	Disposed		Common Stock (1875)	Direct
2013-01-23	Restricted Stock units	$	M	8750	Disposed		Common Stock (8750)	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 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 restricted stock units vest. Amount shown does not include previously granted RSUs with different vesting schedules.

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 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 restricted stock units vest. Amount shown does not include previously granted RSUs with different vesting schedules.