Xometry, Inc. 8-K

What Happened

• Xometry, Inc. (NASDAQ: XMTR) announced on May 20, 2026 the appointment of Lukas Biewald to its Board of Directors as a Class I director, with a term expiring at the company’s 2028 annual meeting.
• Mr. Biewald was also appointed to the Nominating and Corporate Governance Committee. The company filed a press release on May 21, 2026 to announce the appointment and furnished it as an exhibit to the Form 8-K.
• Xometry and Mr. Biewald will enter the company’s standard indemnification agreement; the filing states there are no arrangements or understandings with other persons regarding his selection and no related-party transaction requiring disclosure.

Key Details

• Initial equity award: RSUs with a grant-date value of $380,000; vesting in three equal annual installments (subject to continued service).
• Annual equity award: prorated RSUs with a grant-date value of $116,375 for 2026 (represents a $190,000 standard annual award prorated for 7.35 months); this award vests on January 1, 2027. Ongoing annual RSU eligibility at ~$190,000 (or as set by the Board).
• Cash retainer: $50,000 annual board retainer plus $5,000 for service on the Nominating & Corporate Governance Committee; 2026 amounts will be prorated and may be elected to be received as RSUs.
• Appointment effective date: May 20, 2026.

Why It Matters

• Governance: The appointment adds a new non-employee director and committee member, which investors monitor for board composition and oversight.
• Compensation and dilution: The disclosure details equity- and cash-based compensation (initial and recurring RSUs plus cash retainers), which affects shareholder dilution and executive/board pay disclosures.
• Transparency: The 8-K and accompanying press release provide formal, timely disclosure of the director change and related terms, with no related-party issues reported.