Newegg (NASDAQ: NEGG) returns to profit as Q2 sales drop
Rhea-AI Filing Summary
Newegg Commerce, Inc. (NEGG) reported second quarter 2026 results reflecting weaker sales but improved profitability. Net sales for the three months ended June 30, 2026 were $320.4 million, down from $348.5 million a year earlier, while GMV declined 3.9% to $403.2 million.
Despite this, Newegg generated net income of $2.2 million versus a net loss of $1.7 million in Q2 2025, as selling, general and administrative expenses fell to $38.3 million from $44.2 million. For the first half of 2026, net sales were $626.7 million with net income of $10.0 million, compared with a net loss of $4.2 million in the prior-year period.
Operating cash flow for the first six months remained negative at $(19.5) million, though improved from $(50.0) million a year earlier. Cash and cash equivalents were $82.2 million as of June 30, 2026. Newegg extended its existing credit agreements for 90 days from August 27 to November 25, 2026 while it works on renewal.
Positive
- Return to profitability: Q2 2026 net income was $2.2 million versus a $1.7 million loss in Q2 2025, and first-half 2026 net income was $10.0 million versus a $4.2 million loss a year earlier.
- Improved operating cash use: Net cash used in operating activities for the first six months of 2026 was $(19.5) million, substantially better than $(50.0) million in the first half of 2025.
Negative
- Top-line decline: Q2 2026 net sales fell to $320.4 million from $348.5 million and GMV decreased 3.9% year-over-year to $403.2 million, reflecting softer demand and supply constraints.
- Lower Adjusted EBITDA: Q2 2026 Adjusted EBITDA was $3.7 million, down from $5.9 million in Q2 2025, indicating reduced earnings on a non-GAAP basis despite GAAP profitability.
Key Figures
Key Terms
GMV financial
gross merchandise value financial
Adjusted EBITDA financial
stock-based compensation financial
forward-looking statements regulatory
Earnings Snapshot
FAQ
How did Newegg (NEGG) perform financially in Q2 2026?
How did Newegg’s first-half 2026 results compare to 2025?
What happened to Newegg’s GMV in Q2 2026?
What is Newegg’s cash and debt position as of June 30, 2026?
What are Newegg’s credit agreement changes mentioned for 2026?
How did Newegg’s Adjusted EBITDA trend in Q2 and first-half 2026?
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 2026
Commission File Number: 001-34661
Newegg Commerce, Inc.
(Translation of registrant’s name in English)
21688 Gateway Center Drive, Suite 300
Diamond Bar, CA 91765
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Second Quarter 2026 Results
On August 27, 2026, Newegg Commerce, Inc. (the “Company” or “Newegg”) issued a press release announcing its financial results for the second quarter ended June 30, 2026. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
INDEX TO EXHIBITS
| Exhibit Number |
Exhibit Title | |
| 99.1 | Press Release dated August 27, 2026 |
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Newegg Commerce, Inc. | ||
| August 27, 2026 | By: | /s/ Anthony Chow |
| Anthony Chow | ||
| Chief Executive Officer | ||
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Exhibit 99.1
Newegg Announces Second Quarter 2026 Results
DIAMOND BAR, Calif., August 27, 2026 – Newegg Commerce, Inc. (NASDAQ: NEGG), a leading global technology e-commerce retailer, today announced results for the three months ended June 30, 2026.
Newegg Chief Executive Officer Anthony Chow announced, “Our second quarter continued to play out against a challenging macroeconomic environment, with significant memory and flash supply constraints and industry-wide pricing pressure that we flagged last quarter continuing to weigh on top-line performance. Even in this environment, our early procurement of constrained categories continued to pay off this quarter. We maintained availability, captured bundling opportunities across our core PC categories, and saw continued strength in AI-related products. The quarter was also a milestone period for our brand and community initiatives as we celebrate Newegg’s 25th anniversary, highlighted by our largest-ever presence at COMPUTEX 2026, the debut of Newegg Simulator Builder, and our 12th annual FantasTech Sale, which grew 11% year-over-year.
“We also advanced our AI strategy this quarter, launching a new conversational AI shopping experience on Newegg.com that helps customers reason through specs, trade-offs, and budget in real time. Combined with our continued use of AI to drive internal productivity and efficiency, we are making progress on both fronts of our AI roadmap. As we move through the back half of 2026, we remain focused on navigating near-term supply dynamics while continuing to build share in our core categories, expanding our reach across additional customer channels, and delivering long-term value to our customers, partners, and shareholders.”
Newegg Interim Chief Financial Officer Christina Ching commented, “Persistent inflation in the second quarter kept consumers cautious with discretionary technology spending. Coupled with higher prices and limited availability amid the industry-wide memory and storage shortage, consumers pulled back on purchase volume. However, demand from our business and wholesale customers strengthened during the quarter, partially offsetting softer consumer volume and underscoring the resilience of our diversified channel mix. As a result, Q2 2026 GMV slightly declined 3.9% year-over-year to $403.2 million — a reflection of market conditions rather than customer engagement, as our active customer base and repeat purchase rate held steady. Against this backdrop, our priority was protecting margins and profitability. Despite the top-line headwinds, our disciplined pricing, inventory management, and continued cost control drove Q2 2026 net income to $2.2 million, up from a net loss of $1.7 million a year ago. With this positive momentum, we intend to renew and expand our existing credit agreements, which have been extended for a period of ninety days from August 27, 2026 through November 25, 2026, to facilitate the renewal process. Supported by our available credit capacity and a strong balance sheet, we have the flexibility to navigate ongoing supply constraints. As we move through the second half, we remain focused on defending margins, deepening customer engagement, and delivering long-term value.”
Second Quarter 2026 Financial Highlights
| ● | Net sales decreased 8.1% to $320.4 million for the three months ended June 30, 2026, compared to $348.5 million for the three months ended June 30, 2025. |
| ● | GMV decreased 3.9% to $403.2 million for the three months ended June 30, 2026, compared to $419.6 million for the three months ended June 30, 2025. |
| ● | Gross profit decreased 1.0% to $39.7 million for the three months ended June 30, 2026, compared to $40.1 million for the three months ended June 30, 2025. |
| ● | Net income was $2.2 million for the three months ended June 30, 2026, compared to $1.7 million net loss for the three months ended June 30, 2025. |
| ● | Adjusted EBITDA decreased to $3.7 million for the three months ended June 30, 2026, compared to $5.9 million for the three months ended June 30, 2025. |
Second Quarter 2026 Operational Metrics
| ● | Average order value was $401 (excluding gift cards) for the three months ended June 30, 2026, compared to $506 (excluding gift cards) for same period in prior year. |
| ● | Active customers, defined as unique customer IDs with at least one item purchased on Newegg platforms in the past three months, totaled approximately 0.55 million as of June 30, 2026, a slight increase from 0.54 million for the same period in the prior year. |
| ● | Repeat purchase rate, which is the percentage of active customers who made at least two purchases on Newegg platforms during the past three months, was 22.5% as of June 30, 2026, compared to 22.6% for the same period in the prior year. |
About Newegg
Newegg Commerce, Inc. (NASDAQ: NEGG), founded in 2001 and based in Diamond Bar, Calif., near Los Angeles, is a leading global online retailer for PC hardware, consumer electronics, gaming peripherals, home appliances, automotive and lifestyle technology. Newegg also serves businesses’ e-commerce needs with marketing, supply chain, and technical solutions in a single platform. For more information, please visit Newegg.com.
Follow Newegg on X, TikTok, Instagram, Facebook, YouTube, Twitch, and Discord.
Non-GAAP Financial Information
This press release presents certain “non-GAAP” financial measures. The components of these non-GAAP measures are computed by using amounts that are determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”). A reconciliation of non-GAAP financial measures used in this press release to their nearest comparable GAAP financial measures is included in the schedules attached hereto.
GMV
The Company defines gross merchandise value, or GMV, as the total dollar value of products sold on its websites and third-party marketplace platforms, directly to customers and by its Marketplace sellers through Newegg Marketplace, net of returns, discounts, taxes, and cancellations. GMV also includes the services fees charged through its Newegg Partner Services (“NPS”) in rendering services for its third-party logistics (“3PL”), shipped-by-Newegg (“SBN”), and media ad services, as well as the sales made by its Asia subsidiaries.
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Adjusted EBITDA
Newegg calculates Adjusted EBITDA as net income/loss, excluding stock-based compensation expense, depreciation and amortization expense, interest income, net, income tax (benefit) provision, gain/loss from warrants liabilities, gain/loss from fixed assets disposal, and gain/loss from sales of investment.
Newegg believes that exclusion of certain expenses in calculating Adjusted EBITDA facilitates operating performance comparisons on a period-to-period basis and excludes items that it does not consider to be indicative of its core operating performance. Accordingly, Newegg believes that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating its operating results in the same manner as its management and board of directors.
Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of Newegg’s results as reported under GAAP. Some of these limitations are: although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future, and Adjusted EBITDA does not reflect cash capital expenditure requirements for such replacements or for new capital expenditure requirements; Adjusted EBITDA does not reflect changes in, or cash requirements for, the working capital needs; Adjusted EBITDA does not consider the potentially dilutive impact of stock-based compensation; Adjusted EBITDA does not reflect tax payments that may represent reduction in cash available to Newegg; and other companies, including companies in our industry, may calculate Adjusted EBITDA differently, which reduces its usefulness as a comparative measure. Because of these limitations, you should consider Adjusted EBITDA alongside other financial performance measures, including various cash flow metrics, operating profit and Newegg’s other GAAP results.
Cautionary Statement Concerning Forward-Looking Statements
This news release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements give our current expectations, opinion, belief or forecasts of future events and performance. Words such as “will,” “may,” “expects,” “projects,” “anticipates,” “plans,” “believes,” “estimate,” “should,” and variations of such words or similar expressions are intended to identify such forward-looking statements. In addition, any statements other than statements of historical fact are forward-looking statements. Although Newegg believes that the expectations reflected in such forward-looking statements are reasonable, these statements involve risks and uncertainties that may cause actual future activities and results to be materially different from those suggested or described in this news release. Investors are cautioned that any forward-looking statements are not guarantees of future performance and actual results or developments may differ materially from those projected. The forward-looking statements in this press release are made as of the date hereof. The Company takes no obligation to update or correct its own forward-looking statements, except as required by law, or those prepared by third parties that are not paid for by the Company. The Company’s SEC filings are available at http://www.sec.gov.
Contact
Newegg Commerce, Inc.:
Investor Relations
ir@newegg.com
3
NEWEGG COMMERCE, INC.
Consolidated Balance Sheets
(In thousands, except par value) (Unaudited)
| June 30, 2026 | December 31, 2025 | |||||||
| Assets | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 82,237 | $ | 107,798 | ||||
| Restricted cash | 852 | 850 | ||||||
| Accounts receivable, net | 37,955 | 62,449 | ||||||
| Inventories | 187,661 | 166,262 | ||||||
| Income taxes receivable | 1 | 2 | ||||||
| Prepaid expenses | 10,151 | 18,337 | ||||||
| Other current assets | 2,353 | 4,910 | ||||||
| Total current assets | 321,210 | 360,608 | ||||||
| Property and equipment, net | 44,585 | 45,008 | ||||||
| Deferred tax assets, net | 450 | 442 | ||||||
| Operating lease right-of-use assets | 45,477 | 51,963 | ||||||
| Other noncurrent assets | 10,736 | 10,886 | ||||||
| Total assets | $ | 422,458 | $ | 468,907 | ||||
| Liabilities and Stockholders’ Equity | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 122,611 | $ | 160,252 | ||||
| Accrued liabilities | 38,493 | 49,320 | ||||||
| Deferred revenue | 30,409 | 27,146 | ||||||
| Line of credit | 2,208 | 6,276 | ||||||
| Lease liabilities – current | 13,703 | 13,518 | ||||||
| Total current liabilities | 207,424 | 256,512 | ||||||
| Income taxes payable | 2,600 | 2,533 | ||||||
| Lease liabilities – noncurrent | 36,559 | 43,456 | ||||||
| Other liabilities | 4,720 | 5,698 | ||||||
| Total liabilities | 251,303 | 308,199 | ||||||
| Stockholders’ Equity: | ||||||||
| Common Stock, $0.43696 par value; unlimited shares authorized; 20,974 and 20,973 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively | 9,165 | 9,165 | ||||||
| Additional paid-in capital | 347,077 | 346,739 | ||||||
| Notes receivable – related party | (15,187 | ) | (15,189 | ) | ||||
| Accumulated other comprehensive loss | (1,022 | ) | (1,099 | ) | ||||
| Accumulated deficit | (168,878 | ) | (178,908 | ) | ||||
| Total stockholders’ equity | 171,155 | 160,708 | ||||||
| Total liabilities and stockholders’ equity | $ | 422,458 | $ | 468,907 | ||||
4
NEWEGG COMMERCE, INC.
Consolidated Statements of Operations
(In thousands) (Unaudited)
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Net sales | $ | 320,414 | $ | 348,491 | $ | 626,652 | $ | 695,670 | ||||||||
| Cost of sales | 280,669 | 308,353 | 543,180 | 615,878 | ||||||||||||
| Gross profit | 39,745 | 40,138 | 83,472 | 79,792 | ||||||||||||
| Selling, general, and administrative expenses | 38,338 | 44,164 | 74,675 | 87,329 | ||||||||||||
| Income (loss) from operations | 1,407 | (4,026 | ) | 8,797 | (7,537 | ) | ||||||||||
| Interest income | 407 | 519 | 809 | 1,058 | ||||||||||||
| Interest expense | (368 | ) | (280 | ) | (936 | ) | (466 | ) | ||||||||
| Other income, net | 869 | 2,611 | 2,081 | 3,338 | ||||||||||||
| Income (loss) before provision for income taxes | 2,315 | (1,176 | ) | 10,751 | (3,607 | ) | ||||||||||
| Provision for income taxes | 90 | 522 | 721 | 574 | ||||||||||||
| Net income (loss) | $ | 2,225 | $ | (1,698 | ) | $ | 10,030 | $ | (4,181 | ) | ||||||
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NEWEGG COMMERCE, INC.
Consolidated Statements of Cash Flows
(In thousands) (Unaudited)
| Six Months Ended June 30, | ||||||||
| 2026 | 2025 | |||||||
| Cash flows from operating activities: | ||||||||
| Net income (loss) | $ | 10,030 | $ | (4,181 | ) | |||
| Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||||||||
| Depreciation and amortization | 2,632 | 4,425 | ||||||
| Allowance for expected credit losses | 40 | 20 | ||||||
| Allowance for related party receivables | 2 | 2 | ||||||
| Provision for obsolete and excess inventory | 2,424 | 1,359 | ||||||
| Stock-based compensation | 387 | 11,630 | ||||||
| Loss (Gain) on disposal of property and equipment | 20 | (643 | ) | |||||
| Deferred income taxes | (7 | ) | — | |||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | 24,426 | 35,377 | ||||||
| Inventories | (24,232 | ) | (55,168 | ) | ||||
| Prepaid expenses | 8,176 | 2,807 | ||||||
| Other assets | 9,140 | 6,533 | ||||||
| Accounts payable | (37,465 | ) | (30,604 | ) | ||||
| Accrued liabilities and other liabilities | (18,388 | ) | (18,027 | ) | ||||
| Deferred revenue | 3,336 | (3,482 | ) | |||||
| Net cash used in operating activities | (19,479 | ) | (49,952 | ) | ||||
| Cash flows from investing activities: | ||||||||
| Payments to acquire property and equipment | (1,758 | ) | (1,248 | ) | ||||
| Proceeds on disposal of property and equipment | — | 2,723 | ||||||
| Net cash provided by (used in) investing activities | (1,758 | ) | 1,475 | |||||
| Cash flows from financing activities: | ||||||||
| Borrowings under line of credit | 10,000 | 10,000 | ||||||
| Repayments under line of credit | (14,073 | ) | (1,751 | ) | ||||
| Payments for employee taxes related to stock compensation | (49 | ) | (89 | ) | ||||
| Net cash provided by (used in) financing activities | (4,122 | ) | 8,160 | |||||
| Foreign currency effect on cash, cash equivalents and restricted cash | (200 | ) | 481 | |||||
| Net decrease in cash, cash equivalents and restricted cash | (25,559 | ) | (39,836 | ) | ||||
| Cash, cash equivalents and restricted cash: | ||||||||
| Beginning of period | 108,648 | 99,742 | ||||||
| End of period | $ | 83,089 | $ | 59,906 | ||||
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Schedule 1
Reconciliation of Net Sales to GMV
(In millions) (Unaudited)
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Net Sales | $ | 320.4 | $ | 348.5 | $ | 626.7 | $ | 695.7 | ||||||||
| Adjustments: | ||||||||||||||||
| GMV - Marketplace | 80.6 | 82.4 | 163.6 | 173.0 | ||||||||||||
| Marketplace Commission | (6.7 | ) | (6.7 | ) | (13.6 | ) | (14.3 | ) | ||||||||
| Deferred Revenue | 6.7 | (2.7 | ) | 4.1 | (4.6 | ) | ||||||||||
| Other | 2.2 | (1.9 | ) | (0.1 | ) | (0.7 | ) | |||||||||
| GMV | $ | 403.2 | $ | 419.6 | $ | 780.7 | $ | 849.1 | ||||||||
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Schedule 2
Reconciliation of Net Income (Loss) to Adjusted EBITDA
(In millions) (Unaudited)
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Net income (loss) | $ | 2.2 | $ | (1.7 | ) | $ | 10.0 | $ | (4.2 | ) | ||||||
| Adjustments: | ||||||||||||||||
| Stock-based compensation expenses | 0.3 | 5.7 | 0.4 | 11.6 | ||||||||||||
| Interest expense (income), net | — | (0.1 | ) | 0.2 | (0.6 | ) | ||||||||||
| Income tax provision | 0.1 | 0.5 | 0.7 | 0.6 | ||||||||||||
| Depreciation and amortization | 1.2 | 2.0 | 2.6 | 4.4 | ||||||||||||
| Gain from fixed assets disposal | — | (0.6 | ) | — | (0.6 | ) | ||||||||||
| Loss (gain) from change in fair value of warrants liabilities | (0.1 | ) | 0.1 | (0.2 | ) | 0.1 | ||||||||||
| Adjusted EBITDA | $ | 3.7 | $ | 5.9 | $ | 13.7 | $ | 11.3 | ||||||||
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