Adrianne Lee - Feb 4, 2025 Form 4 Insider Report for BEYOND, INC. (BYON)

Signature
/s/ Allison Fletcher, Attorney-in-Fact
Stock symbol
BYON
Transactions as of
Feb 4, 2025
Transactions value $
$0
Form type
4
Date filed
2/6/2025, 09:55 PM
Previous filing
Jan 23, 2025
Next filing
Mar 11, 2025

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction BYON Restricted Stock Units Award $0 +56.8K +271.01% $0.00 77.8K Feb 4, 2025 Common Stock 56.8K Direct F1
transaction BYON Performance Shares Award $0 +56.8K $0.00 56.8K Feb 4, 2025 Common Stock 56.8K Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit represents a contingent right to receive one share of Beyond, Inc. common stock. The restricted stock units vest in three equal installments at the close of business on February 4, 2026, February 4, 2027 and February 4, 2028. Vested shares will be delivered to reporting person promptly after the restricted stock units vest. Amount shown does not include previously granted RSUs with different vesting schedules.
F2 Each performance share represents a contingent right to receive one share of Beyond, Inc. common stock. Performance shares that meet the required performance metrics ("PM") vest in three equal installments at the close of business February 4, 2026, February 4, 2027 and February 4, 2028. There are three weighted PM that must be achieved for respective shares to vest: (1) EBITDA PM: 50% weight; based on achieving a negative $5 million EBITDA 3-month run rate (to achieve 100%), or a $0 EBITDA 3-month run rate (to achieve 120%); in either instance full-year EBITDA must be no less than negative $44 million; (2) Gross Margin "GM" PM: 25% weight; based on achieving 23% GM (to achieve 50%), 25% GM (to achieve 100%), or 28% GM (to achieve 150%); in any instance full-year gross profit must reach $300 million; and (3) Contribution Margin "CM" PM: 25% weight; based on achieving 3% CM (to achieve 50%), 6% CM (to achieve 100%), or 9% CM (to achieve 150%).
F3 Vested shares will be delivered to reporting person promptly after the performance shares vest. Amount shown does not include previously granted PSUs with different vesting schedules.