[Form 4] Newegg Commerce, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Newegg Commerce, Inc. (NEGG) – Form 4 insider buying

On 17 Jul 2025, directors and 10% owners Vladimir and Angelica Galkin jointly purchased 416,799 NEGG common shares in the open market across three transactions:

• 111,300 sh @ $29.24 VWAP
• 166,495 sh @ $29.54 VWAP
• 139,004 sh @ $30.19 VWAP

The weighted-average purchase price is ≈ $29.68, implying a cash outlay of roughly $12.4 million. Following these purchases, the Galkins’ direct beneficial ownership increased to 3,194,576 shares.

No derivative securities were reported and no sales occurred. The sizable open-market buying by two 10% owners generally signals confidence in the company’s prospects and may be viewed constructively by investors.

Positive

• Significant insider purchase: 416,799 shares bought in open market, ≈$12.4 m commitment.
• Ownership increase: stake rises to 3.19 m shares, reinforcing insider alignment with shareholders.

Negative

• None.

Insights

Equity Analyst

TL;DR: Large direct purchases by 10% owners signal insider confidence and tighten float.

The Galkins added ~417 k shares (≈14% of prior stake) at ~$29-$30, lifting holdings to 3.19 m. Buying was open-market, not option exercise, so cash commitment is real. Insider accumulation at market prices is typically interpreted as bullish, particularly when executed by high-ranking, information-rich insiders. Although Form 4s don’t reveal motives, the scale (> $12 m) and absence of concurrent sales reduce negative interpretations. The transaction modestly reduces free float and can underpin sentiment, but it does not change fundamentals or guidance; therefore, impact is positive yet limited to sentiment and supply-demand dynamics.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Galkin Vladimir

(Last) (First) (Middle)

10900 N.W. 97TH. STREET, SUITE #102

(Street)

MIAMI FL 33178

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Newegg Commerce, Inc. [ NEGG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/17/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.43696	07/17/2025		P		111,300	A	$29.24(1)(2)	2,889,077	D
Common Stock, par value $0.43696	07/17/2025		P		166,495	A	$29.54(1)(3)	3,055,552	D
Common Stock, par value $0.43696	07/17/2025		P		139,004	A	$30.19(1)(4)	3,194,576	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Galkin Vladimir

(Last) (First) (Middle)

10900 N.W. 97TH. STREET, SUITE #102

(Street)

MIAMI FL 33178

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Galkin Angelica

(Last) (First) (Middle)

10900 N.W. 97TH. STREET, SUITE #102

(Street)

MIAMI FL 33178

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. This Form 4 is being filed jointly by each of Vladimir Galkin and Angelica Galkin, husband and wife (the "Reporting Persons"). The price reported reflects the volume weighted (1) average purchase or sale price (whichever the case may be) on the transaction date, if a range of multiple trade prices are noted in these footnotes. The Reporting Persons undertake to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price within the ranges set forth in footnotes (2), (3), and 4 in this Form 4.

2. The purchases were executed in multiple trades at prices ranging from $28.61 to $29.29.

3. The purchases were executed in multiple trades at prices ranging from $29.29 to $29.79

4. The purchases were executed in multiple trades at prices ranging from $30.10 to $31.79

	Vladimir Galkin, Attorney in Fact	07/18/2025
	Galkin Angelica	07/18/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many Newegg (NEGG) shares did the Galkins buy?

They purchased 416,799 common shares on 17 Jul 2025.

What was the average purchase price for the insider buys?

The weighted-average price is approximately $29.68 per share.

What is the Galkins’ total NEGG ownership after the transactions?

Their direct beneficial ownership increased to 3,194,576 shares.

Were any NEGG shares sold or derivatives exercised?

No; the Form 4 reports only open-market purchases and lists no derivative activity.

Why is insider buying important to investors?

Large open-market purchases by informed insiders often signal confidence in future performance and can positively influence market sentiment.