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SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Chang Woei Jiann

(Last) (First) (Middle)
NO. 03-03, BLOK 68
TAMAN UNGKU TUN AMINAH

(Street)
SKUDAI N8 81300

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/25/2026
3. Issuer Name and Ticker or Trading Symbol
Aterian, Inc. [ ATER ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 26,121,180 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
Remarks:
On September 1, 2026, Chang Woei Jiann, as one of the multiple purchasers, entered into a Securities Purchase Agreement (the "SPA") with David E. Lazar (the "Seller"), pursuant to which Chang Woei Jiann agreed to purchase, in a private transaction, 193,347 shares of Series AAA Preferred Stock of the Issuer, which were subsequently converted into 26,121,180 shares of Common Stock, $0.0001 par value per share, of the Issuer, from the Seller for an aggregate purchase price of $1,296,000. The transactions contemplated by the SPA occurred on September 25, 2026.
/s/ Chang Woei Jiann 10/02/2026
** 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 5 (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.