UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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(Address of principal executive offices)
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(Zip Code)
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Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class
to be so registered
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Name of each exchange on which
each class is to be registered
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Common Stock, $0.0001 par value per share
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The New York Stock Exchange
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If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box. ☒
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box. ☐
If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ☐
Securities Act registration statement or Regulation A offering statement file number to which this form relates: Not applicable
Securities to be registered pursuant to Section 12(g) of the Act: None
EXPLANATORY NOTE
Overstock.com, Inc. (the
“Company”) is filing this Registration Statement on Form 8-A with the Securities and Exchange Commission (the
“Commission”) in connection with the registration of its common stock, $0.0001 par value per share (the
“Common
Stock”), under Section 12(b) of the Securities Exchange Act of 1934 (the
“Exchange Act”), and the transfer of the listing of the Common Stock from the Nasdaq Stock Market LLC to the New York Stock Exchange (the
“NYSE”), where it will begin to trade
under the stock symbol
“BYON.” As announced on
October 24, 2023,
the Company will be changing its name to Beyond, Inc., effective
November 6, 2023.
Item 1. Description of Registrant’s Securities to Be Registered.
For a description of the Common Stock being registered hereunder, reference is made to the information set forth under the heading
“Description of Securities Registered Under Section 12 of the Securities Exchange Act of 1934” in Exhibit 4.2 to the
Company’s Annual Report on Form 10-K for the year ended
December 31, 2022, filed with the Commission on
February 24, 2023, which information is
incorporated herein by reference, except that any reference to The Nasdaq Global Market is hereby amended
to refer to the NYSE.
Item 2. Exhibits.
No exhibits are required to be filed because no other securities of
the registrant are registered on the NYSE and the securities registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as
amended.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934,
the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
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OVERSTOCK.COM, INC.
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By:
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Name:
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Title:
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Chief Legal Officer
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