SCHEDULE: Galkins Boost Newegg Stake to 20.5% with Recent Purchases

Vladimir and Angelica Galkin have increased their beneficial ownership in Newegg Commerce, Inc. to 20.5% through recent open market purchases.

Summary

• Vladimir and Angelica Galkin jointly beneficially own 4,288,888 common shares of Newegg Commerce, Inc.
• This represents approximately 20.5% of the outstanding common shares, based on 20,966,480 shares outstanding as of September 30, 2025.
• The Galkins have shared voting and dispositive power over all their beneficially owned shares.
• The initial acquisition of 2,222,222 shares by the Galkin Revocable Trust was funded by cash and margin account borrowings.
• On July 10, 2025, these 2,222,222 shares were transferred to a joint account held by Vladimir and Angelica Galkin.
• Subsequently, the Galkins used their own investment capital to purchase an additional 2,066,666 shares.
• A total of approximately $111,084,503 was paid to acquire 4,521,273 shares, and $2,387,051 was received from the sale of 161,274 shares, resulting in a net ownership of 4,288,888 shares.
• All transactions in the past 60 days (from November 10, 2025, to January 7, 2026) were open market purchases, with prices ranging from $50.31 to $90.45 per share.

Sentiment

Score: 7

Explanation: The filing reports a substantial increase in beneficial ownership by Vladimir and Angelica Galkin, now holding 20.5% of Newegg Commerce, Inc. This continued accumulation of shares, funded by their own investment capital and not pledged, suggests strong conviction in the company's value proposition from a significant investor.

Positives

• Increased beneficial ownership by Vladimir and Angelica Galkin to 20.5% signals strong conviction in Newegg Commerce, Inc.
• The Galkins have continued to accumulate shares through open market purchases, demonstrating ongoing investment.
• The positions held in the Galkins' joint account are not held in a margin account or pledged as collateral, indicating a long-term, unencumbered investment.

Future Outlook

The filing does not contain any forward-looking statements or guidance from the company or the reporting persons regarding the company's future performance.

Industry Context

This filing indicates a significant accumulation of shares by individual investors in an e-commerce company. While the filing itself doesn't provide industry analysis, such an increase in a major shareholder's stake could be interpreted as a vote of confidence in the company's position within the competitive e-commerce sector, potentially signaling belief in its long-term growth prospects or undervaluation.

Stakeholder Impact

• Shareholders: The increased stake by the Galkins could be viewed positively by other shareholders as a sign of confidence from a significant investor, potentially stabilizing or boosting investor sentiment.
• Company Management: A large, concentrated ownership stake could influence corporate governance and strategic decisions, potentially leading to increased engagement or oversight from the Galkins.

Next Steps

• The reporting persons may continue to purchase or sell shares of Newegg Commerce, Inc. in the open market or privately.
• Further amendments to Schedule 13D will be filed if there are material changes to their beneficial ownership or investment intent.

Key Dates

Recommendation

The filing indicates a significant and growing stake by a major individual investor, which can be a positive signal of confidence. However, a Schedule 13D/A primarily reports ownership changes and does not provide financial performance data or strategic updates from the company itself. Without additional information on Newegg's financial health, market position, and future prospects, a 'hold' recommendation is prudent. The accumulation by the Galkins suggests potential long-term value, but investors should conduct further due diligence on the company's fundamentals before making a 'buy' or 'sell' decision. The purchases were made at varying prices, some significantly lower than earlier ones, which could reflect market volatility or a perceived decline in value, warranting caution.

Keywords

Newegg Commerce, NEGG, Schedule 13D, beneficial ownership, Vladimir Galkin, Angelica Galkin, common shares, stock purchases, SEC filing, e-commerce