20.5% stake in Newegg Commerce, Inc. (NEGG) in 13D/A updated filing

Rhea-AI Filing Summary

Newegg Commerce, Inc. insiders Vladimir and Angelica Galkin report a significant ownership position in this amended Schedule 13D. The couple jointly beneficially own 4,300,000 common shares, representing approximately 20.5% of Newegg’s outstanding common stock, based on 20,966,480 shares outstanding as of September 30, 2025. All 4,300,000 shares are held in a joint account, with the Galkins sharing both voting and dispositive power.

Originally, the Galkin Revocable Trust bought 2,222,222 shares using its capital and margin borrowings, then transferred those shares to the joint account. The Galkins later used their own investment capital to buy an additional 2,077,778 shares, bringing holdings to 4,300,000. In total, approximately $111,672,951 was paid to acquire 4,532,385 shares, and $2,387,051 was received from selling 161,274 shares, resulting in the current net position. No other person has rights to dividends or sale proceeds from these shares.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 29)

Newegg Commerce, Inc.

(Name of Issuer)

Common Shares par value $0.43696

(Title of Class of Securities)

G6483G100

(CUSIP Number)

Vladimir Galkin
10900 NW 97th Street, #102,
Miami, FL, 33178
(310) 880-6330

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

01/13/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. G6483G100

1

Name of reporting person

Galkin Vladimir

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,300,000.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,300,000.00

11

Aggregate amount beneficially owned by each reporting person

4,300,000.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

20.5 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

The shares of Common Stock are held jointly by Vladimir Galkin and Angelica Galkin, husband and wife. Vladimir Galkin and Angelica Galkin have shared voting power and dispositive power over 4,300,000 shares of Common Stock.

SCHEDULE 13D

CUSIP No. G6483G100

1

Name of reporting person

Galkin Angelica

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,300,000.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,300,000.00

11

Aggregate amount beneficially owned by each reporting person

4,300,000.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

20.5 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

The shares of Common Stock are held jointly by Vladimir Galkin and Angelica Galkin, husband and wife. Vladimir Galkin and Angelica Galkin have shared voting power and dispositive power over 4,300,000 shares of Common Stock.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Shares par value $0.43696
(b)	Name of Issuer: Newegg Commerce, Inc.
(c)	Address of Issuer's Principal Executive Offices: 17560 ROWLAND STREET, CITY OF INDUSTRY, CALIFORNIA , 91748.
Item 1 Comment: This Amendment No. 29 amends the Schedule 13D filed on July 1, 2025 (the "Original Schedule 13D", and as amended by Amendment No. 1 filed on July 10, 2025, and as amended by Amendment No. 2 to Schedule 13D filed on July 14, 2025, and as amended by Amendment No. 3 to Schedule 13D filed on July 15, 2025, and as amended by Amendment No. 4 to Schedule 13D filed on July 16, 2025, and as amended by Amendment No. 5 to Schedule 13D filed on July 17, 2025, and as amended by Amendment No. 6 to Schedule 13D filed on July 18, 2025, and as amended by Amendment No. 7 to Schedule 13D filed on July 29, 2025, and as amended by Amendment No. 8 to Schedule 13D filed on August 4, 2025, and as amended by Amendment No. 9 to Schedule 13D filed on August 6, 2025, and as amended by Amendment No. 10 to Schedule 13D filed on August 7, 2025, and as amended by Amendment No. 11 to Schedule 13D filed on August 18, 2025, and as amended by Amendment No. 12 to Schedule 13D filed on August 21, 2025, and as amended by Amendment No. 13 to Schedule 13D filed on September 4, 2025, and as amended by Amendment No. 14 to Schedule 13D filed on September 12, 2025, and as amended by Amendment No. 15 to Schedule 13D filed on September 24, 2025, and as amended by Amendment No. 16 to Schedule 13D filed on September 29, 2025, and as amended by Amendment No. 17 to Schedule 13D filed on September 30, 2025, and as amended by Amendment No. 18 to Schedule 13D filed on October 10, 2025, and as amended by Amendment No. 19 to Schedule 13D filed on October 23, 2025, and as amended by Amendment No. 20 to Schedule 13D filed on November 7, 2025, and as amended by Amendment No. 21 to Schedule 13D filed on November 13, 2025, and as amended by Amendment No. 22 to Schedule 13D filed on November 20, 2025, and as amended by Amendment No. 23 to Schedule 13D filed on December 7, 2025, and as amended by Amendment No. 24 to Schedule 13D filed on December 8, 2025, and as amended by Amendment No. 25 to Schedule 13D filed on December 18, 2025, and as amended by Amendment No. 26 to Schedule 13D filed on December 19, 2025, and as amended by Amendment No. 27 to Schedule 13D filed on December 30, 2025, and as amended by Amendment No. 28 to Schedule 13D filed on January 7, 2026, as amended the "Schedule 13D"). This statement of beneficial ownership on Schedule 13D is jointly filed by Vladimir Galkin and Angelica Galkin, husband and wife, each a citizen of the United States of America (collectively, the "Reporting Persons" and individually, a "Reporting Person"), with respect to the shares of the common stock, par value $0.43696 per share (the " Common Stock"), of Newegg Commerce, Inc., a British Virgin Islands corporation (the " Issuer"), is hereby amended to furnish the additional information set forth herein. The address of the principal executive offices of the Issuer is 21688 Gateway Center Drive, Suite 300, Diamond Bar, CA 91765. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Original Schedule 13D.
Item 3.	Source and Amount of Funds or Other Consideration
	Originally, the Galkin Revocable Trust used cash from its capital account and margin account borrowings made in the ordinary course of business to make the purchases of 2,222,222 shares of Common Stock. Since other securities were held in the margin accounts of the Galkin Revocable Trust, it is not possible to determine the amounts, if any, of margin used originally to purchase the shares of Common Stock reported herein. On July 10, 2025, the Galkin Revocable Trust transferred 2,222,222 shares of Common Stock (representing all of its shares of Common Stock) to a joint account held by Vladimir Galkin and Angelica Galkin (together, the Galkins). Thereafter, the Galkins used their own investment capital to purchase an additional 2,077,778 shares of Common Stock, resulting in aggregate ownership of 4,300,000 shares of Common Stock. The positions held in the Galkins' joint account are not held in a margin account or pledged as collateral security for the repayment of debit balances in the account. A total of approximately i) $111,672,951 was paid to acquire 4,532,385 shares of Common Stock; and ii) $2,387,051 was received as payment for the sale of 161,274 shares of Common Stock reported herein (resulting in ownership of an aggregate net total of 4,300,000 shares of Common Stock).
Item 5.	Interest in Securities of the Issuer
(a)	As of the date hereof, each of Vladimir Galkin and Angelica Galkin may be deemed to beneficially own, in the aggregate, 4,300,000 shares of Common Stock, representing approximately 20.5% of the outstanding shares of Common Stock of Issuer.
(b)	The foregoing beneficial ownership percentages reported in this Item 5 are based upon 20,966,480 shares of Common Stock of the Issuer outstanding as of September 30, 2025, as reported in the Issuer's Report on Form 6-K, filed by the Issuer with the Securities and Exchange Commission on October 14, 2025.
(c)	See Rows 7-10 of the cover page for information regarding the power to vote or direct the vote and the power to dispose or direct the disposition of the shares of Common Stock by each of the Reporting Persons.
(d)	All the transactions involving shares of Common Stock effected during the past sixty (60) days by any of the Reporting Persons, which were all in the open market, are set forth in Schedule A, and are incorporated herein by reference. Except as otherwise noted below, all such transactions were purchases and sales of shares of Common Stock effected in the open market, and the table includes commissions paid in per share prices.
(e)	Not Applicable
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	No person other than a Reporting Person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, Common Stock beneficially owned by the Reporting Persons.
Item 7.	Material to be Filed as Exhibits.
	1. Schedule A 2. Joint Filing Agreement

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Galkin Vladimir

Signature:	Vladimir Galkin
Name/Title:	Individual
Date:	01/13/2026

Galkin Angelica

Signature:	Angelica Galkin
Name/Title:	Individual
Date:	01/13/2026

FAQ

What stake in Newegg (NEGG) do Vladimir and Angelica Galkin report?

They report beneficial ownership of 4,300,000 common shares of Newegg Commerce, Inc., which represents approximately 20.5% of the outstanding common stock.

How was the Galkins’ 20.5% ownership in Newegg (NEGG) calculated?

The 20.5% figure is based on 20,966,480 Newegg common shares outstanding as of September 30, 2025, as reported in the company’s Form 6-K filed on October 14, 2025.

How are the Newegg (NEGG) shares held and who controls them?

The 4,300,000 Newegg common shares are held in a joint account owned by Vladimir and Angelica Galkin, who have shared voting and shared dispositive power over all of these shares.

What funds were used to acquire the Newegg (NEGG) shares held by the Galkins?

Initially, the Galkin Revocable Trust used its capital and margin borrowings to purchase 2,222,222 shares. After those shares were transferred to the Galkins’ joint account, the Galkins used their own investment capital to buy an additional 2,077,778 shares.

What total amounts did the Galkins spend and receive in Newegg (NEGG) stock transactions?

They paid approximately $111,672,951 to acquire 4,532,385 shares of Newegg common stock and received approximately $2,387,051 from selling 161,274 shares, resulting in net ownership of 4,300,000 shares.

Does anyone other than the Galkins have rights to Newegg (NEGG) dividends or sale proceeds from these shares?

No. The filing states that no person other than a Reporting Person has the right to receive or direct dividends or sale proceeds from the Newegg common stock beneficially owned by the Galkins.

What type of SEC filing is this for Newegg (NEGG)?

This is Amendment No. 29 to a Schedule 13D, jointly filed by Vladimir and Angelica Galkin to update their beneficial ownership information in Newegg Commerce, Inc.