[144] Newegg Commerce, Inc. SEC Filing

Rhea-AI Filing Summary

Newegg Commerce, Inc. (NEGG) Form 144 reports proposed and recent sales of company common stock by an insider, identified in the filing as Yong Feng Hou. The notice lists a proposed sale of 150 common shares through Fidelity Brokerage Services on 09/02/2025 with an aggregate market value of $5,670.00; the company has 19,478,394 shares outstanding per the form. The filer states these 150 shares were acquired on 09/02/2025 as options granted on 06/15/2020 and paid for in cash. The filing also discloses multiple sales in August 2025 by the same person, including a large block of 37,609 shares that generated $3,219,848.36 in gross proceeds. The form includes the standard attestation that the seller is not aware of undisclosed material adverse information.

Positive

• Rule 144 disclosure provided, indicating compliance with SEC resale procedures
• Planned sale is small (150 shares, $5,670) relative to 19,478,394 shares outstanding
• Securities were acquired under issuer-granted options (06/15/2020) and paid in cash
• Sales executed through a major broker: Fidelity Brokerage Services LLC

Negative

• Significant August 2025 disposition of 37,609 shares generating $3,219,848.36 in gross proceeds may be material for the insider
• Multiple frequent small sales in August 2025 could indicate ongoing insider monetization

Insights

Financial Analyst

TL;DR Insider disclosed routine sales including a large August block; proposed 150-share sale is small relative to shares outstanding.

The filing documents compliance with Rule 144 for insider dispositions. The proposed 150-share sale valued at $5,670 is immaterial versus the reported 19.48 million shares outstanding, suggesting negligible direct dilution or issuance impact. However, the August 2025 activity includes many small lots and a notable 37,609-share sale with gross proceeds of $3.22 million, which is economically meaningful for the seller though not necessarily for company capitalization. From a liquidity perspective, these reported transactions reflect insider monetization rather than corporate financing or related-party transfer.

Corporate Governance Expert

TL;DR The filing appears procedurally complete and signals disclosed insider selling; no governance breach is evident from the form alone.

The Form 144 provides required disclosure of planned sales under Rule 144 and documents the acquisition source as issuer-granted options from 06/15/2020. The seller attests there is no undisclosed material adverse information. This filing should be viewed as a routine insider liquidity event; absent additional context such as concurrent management departures or undisclosed material events, the disclosure itself does not indicate governance concerns. Stakeholders may monitor for further SEC filings or 10b5-1 plan dates if provided later.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	150	5670.00	19478394	09/02/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	09/02/2025	Options Granted - 06/15/2020	Issuer			150	09/02/2025	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/07/2025	450	25431.14
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/08/2025	150	9000.00
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/11/2025	150	11575.50
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/12/2025	150	11010.00
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/13/2025	150	11448.00
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/14/2025	150	16500.00
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/15/2025	150	17532.00
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/18/2025	150	16498.50
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/19/2025	150	15283.50
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/20/2025	150	13200.00
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/21/2025	150	17604.00
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/22/2025	150	19962.00
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/25/2025	37609	3219848.36
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/26/2025	150	11955.00
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/27/2025	150	9630.00
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/28/2025	150	9000.00
Yong Feng Hou 21688 Gateway Center Drive Suite 300 Diamond Bar CA 91765	Common	08/29/2025	150	7126.50

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does NEGG Form 144 disclose about the proposed sale on 09/02/2025?

The form discloses a proposed sale of 150 common shares through Fidelity on 09/02/2025 with an aggregate market value of $5,670.00.

Who is the person selling NEGG shares as shown on the filing?

The filing identifies the seller as Yong Feng Hou and lists multiple sales in August 2025 under that name.

How were the 150 shares acquired according to the Form 144?

The 150 shares were acquired on 09/02/2025 from the issuer as options granted on 06/15/2020 and payment was made in cash.

Does the filing show recent insider sales for NEGG?

Yes. The filing lists numerous sales in August 2025, including a notable sale of 37,609 shares for $3,219,848.36 in gross proceeds.

Is there any statement about undisclosed material information in the Form 144?

The seller attests in the filing that they do not know any material adverse information