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

Rhea-AI Filing Summary

Newegg Commerce insiders Vladimir and Angelica Galkin reported joint purchases of company common stock. The Form 4 shows the Reporting Persons—identified as directors and 10% owners—acquired 6,183 shares on 08/06/2025 and 49,374 shares on 08/07/2025. The filing reports a post-transaction beneficial ownership of 3,450,626 shares after the 08/06 purchase and 3,500,000 shares after the 08/07 purchase. The 08/06 trades are reported at $58.78 and the 08/07 trades at $55.55, with a footnote that the 08/06 purchases were executed in multiple trades at prices ranging from $57.50 to $58.85. No derivative securities are reported. The Form 4 is signed and dated 08/08/2025.

Positive

• Insiders increased direct ownership to 3,500,000 shares after the reported purchases
• Open-market purchases reported for two consecutive days (08/06/2025 and 08/07/2025), showing accumulation
• Clear joint disclosure by both Reporting Persons with explanatory footnotes about trade execution

Negative

• None.

Insights

Financial Analyst

TL;DR: Directors increased their outright equity stake through open-market purchases totaling 55,557 shares across two days.

The purchases increase the Reporting Persons' direct ownership to 3.5 million shares, reinforcing substantial insider exposure to Newegg Commerce equity. Reported prices are $58.78 (08/06/2025, multi-trade range $57.50–$58.85) and $55.55 (08/07/2025). These are straightforward open-market acquisitions with no derivatives or dispositions disclosed, indicating accumulation rather than hedging or liquidity-driven selling. For investors, director purchases at these price levels signal confidence but do not, by themselves, change enterprise fundamentals.

Corporate Governance Expert

TL;DR: Dual reporting by spouses who are directors and 10% owners shows coordinated open-market purchasing and proper joint disclosure.

The Form 4 is jointly filed and includes explanatory footnotes about multi-trade execution and pricing disclosure, consistent with Section 16 reporting requirements. There are no options, warrants, or derivative transactions disclosed, reducing complexity for governance review. Signatures dated 08/08/2025 complete the required attestation. The filing contains the material facts required for insider transaction transparency.

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

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)
08/06/2025

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	08/06/2025		P		6,183	A	$58.78(1)(2)	3,450,626	D
Common Stock, par value $0.43696	08/07/2025		P		49,374	A	$55.55(1)	3,500,000	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 actual purchase or sale price (whichever the case may be) for each transaction, unless the applicable footnote specifies the use of a volume weighted average price is used for a range of multiple trade prices. In such instances, 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. The purchases were executed in multiple trades at prices ranging from $57.50 to $58.85.

	Vladimir Galkin, Attorney in Fact	08/08/2025
	Galkin Angelica	08/08/2025
	** 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

What transactions did Vladimir and Angelica Galkin report on the NEGG Form 4?

The Reporting Persons reported purchases of 6,183 shares on 08/06/2025 and 49,374 shares on 08/07/2025 of Newegg Commerce common stock.

What were the reported prices for the NEGG purchases?

The Form 4 lists a price of $58.78 for the 08/06/2025 entry (with actual trades ranging $57.50–$58.85) and $55.55 for the 08/07/2025 entry.

How many NEGG shares do the Reporting Persons beneficially own after these transactions?

The filing reports 3,450,626 shares after the 08/06 transaction and 3,500,000 shares after the 08/07 transaction.

Were any derivative securities reported on the NEGG Form 4?

No. Table II (derivative securities) contains no reported transactions or holdings.

When was the Form 4 signed and filed?

The Form 4 shows signatures dated 08/08/2025 by Vladimir Galkin (as Attorney in Fact) and Angelica Galkin.