At what price did Michael Chen’s Newegg (NEGG) share sale occur?

Michael Chen sold 67 shares of Newegg common stock at $41.06 per share. The sale was reported as an open-market transaction and was carried out under a pre-established Rule 10b5-1 trading plan, which automates trades according to preset conditions.

Was Michael Chen’s Newegg (NEGG) share sale part of a Rule 10b5-1 plan?

Yes. The filing notes that Michael Chen’s sale of 67 Newegg common shares was effected pursuant to a Rule 10b5-1 trading plan. Such plans pre-schedule trades, indicating the sale’s timing was determined in advance rather than by a discretionary market-timing decision.

Newegg (NASDAQ: NEGG) CLO nets 2,388 shares after RSU exercise

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Newegg Commerce, Inc. Chief Legal Officer Michael Chen exercised 105 restricted stock units (RSUs) into common stock on March 31, 2026. The RSUs converted at $0.00 per share into 105 common shares.

On the same day, Chen sold 67 common shares at $41.06 per share in an open-market transaction effected under a Rule 10b5-1 trading plan, and 38 shares were withheld to cover tax obligations. After these transactions, he directly held 2,388 common shares and 719 RSUs. A prior award of 5,000 RSUs continues to vest monthly until fully vested on October 31, 2026.

Insider Trade Summary

Net Seller: 67 shares ($2,751)

Net Sell 4 txns

Insider Chen Michael

Role Chief Legal Officer

Sold 67 shs ($3K)

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	105	$0.00	--
Exercise	Common Stock	105	$41.06	$4K
Sale	Common Stock	67	$41.06	$3K
Tax Withholding	Common Stock	38	$41.06	$2K

Holdings After Transaction: Restricted Stock Unit — 719 shares (Direct); Common Stock — 2,493 shares (Direct)

Footnotes (1)

Sale effected pursuant to a Rule 10b5-1 trading plan. Shares withheld to satisfy tax withholding obligation of the reporting person. Represents an award of 5,000 restricted stock units ('RSUs'). 4,176 RSUs vested prior to the Reporting Person becoming a Section 16 officer. The remaining RSUs vest in equal monthly installments until fully vested on October 31, 2026. N/A

Key Figures

RSUs exercised: 105 RSUs Sale price: $41.06 per share Shares sold: 67 shares +4 more

7 metrics

RSUs exercised 105 RSUs Converted into common stock on March 31, 2026

Sale price $41.06 per share Open-market sale of 67 common shares

Shares sold 67 shares Common stock sold on March 31, 2026

Shares withheld for taxes 38 shares Tax-withholding disposition related to RSU exercise

Common shares held after transactions 2,388 shares Direct ownership following March 31, 2026 trades

RSUs outstanding after exercise 719 RSUs Restricted stock units remaining after 105-unit conversion

Total RSU award 5,000 RSUs Award vesting monthly until October 31, 2026

Key Terms

Restricted Stock Unit, Rule 10b5-1 trading plan, tax withholding obligation, Section 16 officer, +1 more

5 terms

Restricted Stock Unit financial

"Represents an award of 5,000 restricted stock units ('RSUs')."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

Rule 10b5-1 trading plan regulatory

"Sale effected pursuant to a Rule 10b5-1 trading plan."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

tax withholding obligation financial

"Shares withheld to satisfy tax withholding obligation of the reporting person."

Section 16 officer regulatory

"4,176 RSUs vested prior to the Reporting Person becoming a Section 16 officer."

A Section 16 officer is a corporate executive who, under U.S. securities law, must publicly report their purchases and sales of the company’s stock and is subject to rules that can force them to return short-term trading profits. Think of them as an insider required to keep a public trading log so investors can see when executives are buying or selling; that transparency helps investors assess management’s confidence and reduces the risk of undisclosed insider trading.

open-market sale financial

"Sale in open market or private transaction."

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.

Form 4 Insider Transactions: What Each Field Means →

04/01/2026 - 03:35 PM

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).

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^*

Chen Michael

(Last)

(First)

(Middle)

21688 GATEWAY CENTER DRIVE, 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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

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

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/31/2026		M		105	A	$41.06	2,493	D
Common Stock	03/31/2026		S⁽¹⁾		67	D	$41.06	2,426	D
Common Stock	03/31/2026		F⁽²⁾		38	D	$41.06	2,388	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	$0	03/31/2026		M			105	⁽³⁾	⁽⁴⁾	Common Stock	105	$0	719	D

Explanation of Responses:

1. Sale effected pursuant to a Rule 10b5-1 trading plan.

2. Shares withheld to satisfy tax withholding obligation of the reporting person.

3. Represents an award of 5,000 restricted stock units ('RSUs'). 4,176 RSUs vested prior to the Reporting Person becoming a Section 16 officer. The remaining RSUs vest in equal monthly installments until fully vested on October 31, 2026.

4. N/A

	/s/ Michael Chen	04/01/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Newegg (NEGG) report for Michael Chen?

Newegg reported that Chief Legal Officer Michael Chen exercised 105 restricted stock units into common stock, then sold 67 shares at $41.06 each. An additional 38 shares were withheld to satisfy tax obligations, leaving him with 2,388 directly held common shares after the transactions.

How many Newegg (NEGG) shares does Michael Chen hold after this Form 4?

After the reported transactions, Michael Chen directly holds 2,388 shares of Newegg common stock. He also has 719 restricted stock units outstanding, including part of a 5,000-RSU award that continues to vest in equal monthly installments through October 31, 2026.

How are taxes handled in Michael Chen’s Newegg (NEGG) RSU exercise?

In this transaction, 38 Newegg common shares were withheld to satisfy Michael Chen’s tax withholding obligation. This withholding is recorded as a disposition but does not represent an open-market sale; it is a standard mechanism to cover taxes on equity compensation.

What are the vesting terms of Michael Chen’s Newegg (NEGG) RSU award?

Michael Chen holds an award of 5,000 Newegg restricted stock units. Of these, 4,176 RSUs vested before he became a Section 16 officer. The remaining units vest in equal monthly installments until the award is fully vested on October 31, 2026, subject to continued service.