Chen Michael 4

What Happened

• Michael Chen, Chief Legal Officer of Newegg Commerce (NEGG), exercised stock-derived awards on April 30, 2026 to acquire 105 shares at an exercise price of $34.91 (total cost ~$3,666).
• To satisfy tax withholding, 38 of the acquired shares were withheld (valued at ~$1,327). The remaining 67 shares were sold in the open market on May 1, 2026 at $35.00 per share for proceeds of $2,345. The sale was effected pursuant to a Rule 10b5-1 trading plan.

Key Details

• Transactions:
  • 2026-04-30: Exercise/conversion of derivative — 105 shares acquired @ $34.91 = $3,666 (derivative conversion also recorded at $0 per customary reporting).
  • 2026-04-30: Tax withholding — 38 shares withheld @ $34.91 = ~$1,327 (F1).
  • 2026-05-01: Open-market sale — 67 shares sold @ $35.00 = $2,345 (F2).
• Shares owned after the transactions: not disclosed in the Form 4 filing.
• Notable footnotes:
  • F1: Shares withheld to satisfy the reporting person’s tax withholding obligation.
  • F2: Sale was effected pursuant to a Rule 10b5-1 trading plan.
  • F3: The filing references a 5,000-RSU award with remaining monthly vesting through Oct 31, 2026.
  • F4: N/A.
• Filing: Form 4 filed May 4, 2026; the filing does not indicate a late filing.

Context

• This was an options exercise with immediate withholding and an open-market sale to cover taxes/costs — a common, largely administrative transaction (often called a cashless or partially cashless exercise). The sale was executed under a pre-established 10b5-1 plan. These transactions are routine for insiders and do not by themselves signal a view on company performance.