Xometry, Inc. 8-K

What Happened

• Xometry, Inc. (NASDAQ: XMTR) entered into an underwriting agreement on June 1, 2026, with J.P. Morgan Securities LLC and Goldman Sachs & Co. LLC for an underwritten public offering of 2,647,059 shares of its Class A common stock at $85.00 per share. The company estimates net proceeds of approximately $215.2 million after underwriting discounts, commissions and estimated offering expenses. The offering is expected to close on June 3, 2026, subject to customary closing conditions.

Key Details

• Offering size: 2,647,059 shares at $85.00 per share (gross proceeds ≈ $225.0 million).
• Estimated net proceeds to Xometry: approximately $215.2 million.
• Underwriters: J.P. Morgan Securities LLC and Goldman Sachs & Co. LLC.
• Overallotment option: Underwriters may purchase up to 397,058 additional shares (30-day option), which is about 15% of the initial share amount.
• The offering is being made under Xometry’s automatic shelf registration statement on Form S-3 (file no. 333-296394).

Why It Matters

• The offering will provide Xometry with fresh capital (roughly $215.2M net) that can be used for general corporate purposes, strategic initiatives or to strengthen the balance sheet. At the same time, selling new shares will increase the company’s outstanding share count and dilute existing shareholders unless offset by repurchases or other actions. Investors should watch the final close, any exercise of the overallotment option, and subsequent disclosures about how the company plans to use the proceeds.