SCHEDULE: Galkin Family Consolidates and Increases Newegg Commerce Stake to 12.5%

Vladimir and Angelica Galkin have amended their Schedule 13D filing, consolidating their beneficial ownership in Newegg Commerce, Inc. to 12.5% of outstanding common shares through a joint account and recent open market purchases.

Summary

• Vladimir Galkin and Angelica Galkin jointly beneficially own 2,444,444 common shares of Newegg Commerce, Inc., representing approximately 12.5% of the outstanding shares.
• This ownership percentage is calculated based on 19,478,394 shares of common stock outstanding as of December 31, 2024, as reported by Newegg Commerce, Inc. in its Annual Report on Form 20-F.
• On July 10, 2025, the Angelica Galkin Revocable Trust transferred all of its 2,222,222 shares of common stock to a joint account held by Vladimir Galkin and Angelica Galkin.
• Following this transfer, the Galkins purchased an additional 222,222 shares of common stock, bringing their aggregate beneficial ownership to the current 2,444,444 shares.
• The total approximate cost to acquire 2,605,718 shares was $32,625,732, while approximately $2,387,051 was received from the sale of 161,274 shares.
• The shares currently held in the Galkins' joint account are not held in a margin account or pledged as collateral security.

Sentiment

Score: 7

Explanation: The filing indicates a significant and consolidated ownership stake by the Galkins, with recent purchases at higher prices, suggesting continued confidence. The shift from a trust to a joint account and the removal of margin debt for the current holdings are positive structural changes. However, the document is purely an ownership disclosure and does not provide operational or financial performance insights for the issuer.

Positives

• The consolidation of shares from the Angelica Galkin Revocable Trust into a joint account held by Vladimir and Angelica Galkin simplifies the ownership structure.
• Recent purchases by the Galkins on July 14, 2025, at prices up to $47.16 per share, indicate continued and increasing confidence in Newegg Commerce, Inc.
• The current joint holdings are not subject to margin debt or pledged as collateral, reducing financial leverage risk associated with these specific shares.

Negatives

• The Angelica Galkin Revocable Trust previously utilized margin account borrowings for some of its original share purchases, though the current joint holdings are not margined.
• The Galkin Revocable Trust sold 161,274 shares for approximately $2,387,051, indicating some divestment activity alongside the purchases.

Future Outlook

The document does not provide any forward-looking statements or guidance regarding Newegg Commerce, Inc.'s future performance or strategic direction, as it is a filing by individual shareholders.

Industry Context

This filing primarily details changes in beneficial ownership by individual investors and does not provide information to analyze broader industry trends or the competitive landscape for Newegg Commerce, Inc.

Stakeholder Impact

• Shareholders: The increased and consolidated stake by the Galkins could be viewed as a vote of confidence, potentially influencing market perception and investor sentiment towards Newegg Commerce, Inc.

Key Dates

Recommendation

Keywords

Newegg Commerce Inc., NEGG, Schedule 13D, Beneficial Ownership, Insider Ownership, Stock Purchase, Stock Sale, Vladimir Galkin, Angelica Galkin, Shareholder, Investment, E-commerce