0001415889-24-014408.txt : 20240523 0001415889-24-014408.hdr.sgml : 20240523 20240523202831 ACCESSION NUMBER: 0001415889-24-014408 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240521 FILED AS OF DATE: 20240523 DATE AS OF CHANGE: 20240523 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LEMONIS MARCUS CENTRAL INDEX KEY: 0001136478 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41850 FILM NUMBER: 24980523 MAIL ADDRESS: STREET 1: C/O CAMPING WORLD HOLDINGS, INC. STREET 2: 2 MARRIOTT DRIVE CITY: LINCOLNSHIRE STATE: IL ZIP: 60069 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BEYOND, INC. CENTRAL INDEX KEY: 0001130713 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 870634302 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 799 W. COLISEUM WAY CITY: MIDVALE STATE: UT ZIP: 84047 BUSINESS PHONE: 8019473100 MAIL ADDRESS: STREET 1: 799 W. COLISEUM WAY CITY: MIDVALE STATE: UT ZIP: 84047 FORMER COMPANY: FORMER CONFORMED NAME: OVERSTOCK.COM, INC DATE OF NAME CHANGE: 20060203 FORMER COMPANY: FORMER CONFORMED NAME: OVERSTOCK COM INC DATE OF NAME CHANGE: 20001227 4 1 form4-05242024_120525.xml X0508 4 2024-05-21 0001130713 BEYOND, INC. BYON 0001136478 LEMONIS MARCUS 799 WEST COLISEUM WAY MIDVALE UT 84047 true true false false EXECUTIVE CHAIRMAN OF BOARD 0 Stock Option (right to buy) 45 2024-05-21 4 A 0 500000 0 A 2026-02-20 Common Stock 500000 500000 D Stock Option (right to buy) 50 2024-05-21 4 A 0 750000 0 A 2027-02-20 Common Stock 750000 750000 D Stock Option (right to buy) 60 2024-05-21 4 A 0 1000000 0 A 2028-02-20 Common Stock 1000000 1000000 D The Reporting Person was granted a nonstatutory stock option on February 20, 2024 (the "Grant Date") subject to stockholder approval, which stockholder approval was received on May 21, 2024 ("Performance Award"). The Performance Award consists of 3 separate tranches that vest only if certain pre-established stock price milestones (each a "Stock Price Hurdle") are achieved and Reporting Person satisfies the corresponding service-based requirement. Vesting eligibility is contingent on Reporting Person being either the Executive Chairman or Chairman of the Company's board of directors ("Board"), or such other position the Board deems a qualifying position for the Performance Award ("Qualifying Position") through the applicable vest date. For any Stock Price Hurdle to be achieved, the average per-share closing price of the Company's common stock over any 20 consecutive trading day period during the specified performance period must be equal or greater than such Stock Price Hurdle. If the Stock Price Hurdle is not achieved for any tranche during the applicable performance period, the shares underlying the corresponding tranche of the Performance Award will be immediately forfeited. The first tranche of 500,000 options vests in full upon the achievement of the Stock Price Hurdle of $45.00 during the period beginning on the Grant Date and ending on February 20, 2026, but in no event prior to February 20, 2025, subject to the Reporting Person's continued service in a Qualifying Position through the vesting date (except in the event of certain terminations). The second tranche of 750,000 options vests in full upon the achievement of the Stock Price Hurdle of $50.00 during the period beginning on the Grant Date and ending on February 20, 2027, but in no event prior to February 20, 2026, subject to the Reporting Person's continued service in a Qualifying Position through the vesting date (except in the event of certain terminations). The third tranche of 1,000,000 options vests in full upon the achievement of the Stock Price Hurdle of $60.00 during the period beginning on the Grant Date and ending on February 20, 2028, but in no event prior to February 20, 2027, subject to the Reporting Person's continued service in a Qualifying Position through the vesting date (except in the event of certain terminations). /s/ Allison Fletcher, Attorney-in-Fact 2024-05-23