-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FM8AVgeB00cs1BANjxo0390ImFVcJFS90DhH1SH4EcXwth6i/doPNxd6P5uKXbJe NniV8TJ0avOjbhFvG+uKIA== 0001104659-03-002008.txt : 20030213 0001104659-03-002008.hdr.sgml : 20030213 20030213143159 ACCESSION NUMBER: 0001104659-03-002008 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030213 GROUP MEMBERS: DOROTHY M. BYRNE FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BYRNE JOHN J CENTRAL INDEX KEY: 0000901312 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1820 HOUSE STREET 2: MAIN ST CITY: NORWICH STATE: VT ZIP: 05055 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: OVERSTOCK COM INC CENTRAL INDEX KEY: 0001130713 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 870634302 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-78607 FILM NUMBER: 03558640 BUSINESS ADDRESS: STREET 1: 6322 SOUTH 3000 EAST STREET 2: STE 100 CITY: SALT LAKE CITY STATE: UT ZIP: 84121 BUSINESS PHONE: 8019473100 MAIL ADDRESS: STREET 1: 6322 SOUTH 3000 EAST STREET 2: STE 100 CITY: SALT LAKE CITY STATE: UT ZIP: 84121 SC 13G 1 j7270_sc13g.htm SC 13G

SEC 1745
(02-02)


Potential persons who are to 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.

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE COMMISSION

OMB Number:
3235-0145

 

Washington, D.C. 20549

Expires: December 31, 2005

 

SCHEDULE 13G

Estimated average burden hours per response. . 11

 

Under the Securities Exchange Act of 1934
(Amendment No.    )*

 

Overstock.com, Inc.

(Name of Issuer)

 

Common Stock $0.0001 Par Value

(Title of Class of Securities)

 

690370 10 1

(CUSIP Number)

 

November 14, 2002

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[     ]

Rule 13d-1(b)

[ X ]

Rule 13d-1(c)

[     ]

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 



 

 

CUSIP No.  690370 10 1

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
John J. Byrne, Jr.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[     ]

 

 

(b)

[ X ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
1,270,735

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
1,270,735

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,270,735

 

 

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
8.7%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

 

2



 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Dorothy M. Byrne

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[     ]

 

 

(b)

[ X ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
1,270,735

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
1,270,735

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,270,735

 

 

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
8.7%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

3



 

 

SCHEDULE 13G

 

Introductory Note: All information with respect to Overstock.com, Inc. is to the best knowledge and belief of the Reporting Persons, as defined herein.

 

Item 1.

 

(a)

Name of Issuer
The name of the issuer is Overstock.com, Inc. (the “Issuer”).

 

(b)

Address of Issuer's Principal Executive Offices
The address of the Issuer’s principal executive offices is 6322 South 3000 East, Suite 100, Salt Lake City, Utah 84121.

 

Item 2.

 

(a)

Name of Person Filing
The names of the persons filing this Schedule 13G are John J. Byrne, Jr. and Dorothy M. Byrne (the “Reporting Persons”).

 

(b)

Address of Principal Business Office or, if none, Residence
The address of the Reporting Persons is 3 Laramie Rd., Etna, NH 03750.

 

(c)

Citizenship
The Reporting Persons are citizens of the United States.

 

(d)

Title of Class of Securities
The class of securities of the Issuer owned beneficially by the Reporting Persons is common stock, $0.0001 par value (the “Common Stock”).

 

(e)

CUSIP Number
The CUSIP Number for the Common Stock is 690370 10 1.

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

[  ]

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

[  ]

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

[  ]

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

[  ]

Investment company registered under section 8 of the Investment Company Act of 1950 (15 U.S.C 80a-8).

 

(e)

[  ]

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

[  ]

An employee benefit plan or endowment fund in accordance with §240.13d(b)(1)(ii)(F);

 

(g)

[  ]

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

 

(h)

[  ]

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

[  ]

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

[  ]

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

 

 

 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:    The amount of securities beneficially owned by each Reporting Person is 1,270,735 shares of Common Stock; provided, however, that each of the Reporting Persons hereby disclaims beneficial ownership of the securities described herein except to the extent of his or her pecuniary interest, if any, therein.

 

4



 

 

 

(b)

Percent of class:    The percent of the class of Common Stock beneficially owned by  each  Reporting Person is 8.7%.

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote    0

 

 

(ii)

Shared power to vote or to direct the vote    1,270,735

 

 

(iii)

Sole power to dispose or to direct the disposition of    0

 

 

(iv)

Shared power to dispose or to direct the disposition of    1,270,735

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: [  ]

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not Applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not Applicable.

 

Item 8.

Identification and Classification of Members of the Group

Not Applicable.

 

Item 9.

Notice of Dissolution of Group

Not Applicable.

 

5



 

 

Item 10.

Certification

  By signing below each Reporting Person certifies that, to the best of his or her knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

6



 

Signature

After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

 

February 12, 2003

 

Date

 


/s/ John J. Byrne, Jr.

 

Signature

 


John J. Byrne, Jr.

 

Name/Title

 

 

 

February 12, 2003

 

Date

 


/s/ Dorothy M. Byrne

 

Signature

 


Dorothy M. Byrne

 

Name/Title

 

7


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