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

LLC tied to Newegg (NASDAQ: NEGG) director sells 20,000 shares

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Newegg Commerce director and 10% owner Fred Faching Chang reported indirect stock sales through Tekhill USA LLC. Tekhill sold 10,000 common shares on May 26, 2026 in open-market trades at a weighted average of $20.43 per share, and another 10,000 shares on May 27, 2026 at a weighted average of $18.80 per share.

Both sales were executed over multiple trades within price ranges of $21.91–$19.30 and $19.70–$18.24, respectively. After these transactions, Tekhill USA LLC held 3,156,646 common shares, while Chang also held 407,927 shares directly and 450,000 shares indirectly through Nabal Spring, LLC.

Positive

  • None.

Negative

  • None.
Insider CHANG FRED FACHING
Role null
Sold 20,000 shs ($392K)
Type Security Shares Price Value
Sale Common Shares 10,000 $18.80 $188K
Sale Common Shares 10,000 $20.43 $204K
holding Common Shares -- -- --
holding Common Shares -- -- --
Holdings After Transaction: Common Shares — 3,156,646 shares (Indirect, By Tekhill USA LLC); Common Shares — 407,927 shares (Direct, null)
Footnotes (1)
  1. This price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.91 to $19.30. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. This price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.70 to $18.24. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The Reporting Person is the sole member and manager of Tekhill USA LLC and Nabal Spring, LLC.
Total shares sold 20,000 shares Open-market sales on May 26–27, 2026
May 26 weighted average price $20.43/share 10,000 shares sold by Tekhill USA LLC
May 27 weighted average price $18.80/share 10,000 shares sold by Tekhill USA LLC
Post-sale Tekhill holding 3,156,646 shares Indirect ownership after reported sales
Direct holding 407,927 shares Shares held directly by Fred Faching Chang
Nabal Spring LLC holding 450,000 shares Indirect ownership via Nabal Spring, LLC
Price range May 26 sales $21.91–$19.30 Multiple trades comprising 10,000-share block
Price range May 27 sales $19.70–$18.24 Multiple trades comprising 10,000-share block
open-market sale financial
"transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
weighted average price financial
"This price reported is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
indirect financial
""ownership_type": "indirect""
sole member and manager financial
"The Reporting Person is the sole member and manager of Tekhill USA LLC and Nabal Spring, LLC."
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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).
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*
CHANG FRED FACHING
(Last)(First)(Middle)
21688 GATEWAY CENTER DR., SUITE 300
(Street)
DIAMOND BAR CALIFORNIA 91765
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Newegg Commerce, Inc. [ NEGG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Shares05/26/2026S10,000D$20.43(1)3,166,646IBy Tekhill USA LLC(3)
Common Shares05/27/2026S10,000D$18.8(2)3,156,646IBy Tekhill USA LLC(3)
Common Shares450,000IBy Nabal Spring, LLC(3)
Common Shares407,927D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. This price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.91 to $19.30. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
2. This price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.70 to $18.24. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
3. The Reporting Person is the sole member and manager of Tekhill USA LLC and Nabal Spring, LLC.
/s/ Alison M. Pear, Attorney-In-Fact05/28/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did NEGG report for Fred Faching Chang?

Newegg Commerce reported that an LLC associated with director and 10% owner Fred Faching Chang sold 20,000 common shares in open-market transactions over two days, while his direct and other indirect share holdings remained substantial.

How many Newegg (NEGG) shares were sold in this Form 4 filing?

The filing shows total open-market sales of 20,000 Newegg common shares, split into two blocks of 10,000 shares each on May 26 and May 27, 2026, executed at weighted average prices above $18 per share.

At what prices were the Newegg (NEGG) shares sold in the reported insider trades?

One 10,000-share block was sold at a weighted average price of $20.43, with trades between $21.91 and $19.30. The other 10,000 shares sold at a $18.80 weighted average, within a $19.70 to $18.24 trading range.

How many Newegg (NEGG) shares does Tekhill USA LLC hold after the sales?

After the reported transactions, Tekhill USA LLC held 3,156,646 Newegg common shares. These are indirect holdings attributed to director and 10% owner Fred Faching Chang, who is the sole member and manager of Tekhill USA LLC.

What are Fred Faching Chang’s other reported holdings in Newegg (NEGG)?

In addition to shares held through Tekhill USA LLC, the Form 4 reports 407,927 Newegg common shares held directly by Chang and 450,000 shares held indirectly through Nabal Spring, LLC, where he is the sole member and manager.