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Xometry Announces Pricing of Public Offering of Class A Common Stock

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Xometry (NASDAQ: XMTR) priced an underwritten public offering of 2,647,059 shares of Class A common stock at $85.00 per share, for expected gross proceeds of about $225 million.

The company granted underwriters a 30-day option for 397,058 additional shares, with closing expected on June 3, 2026, and plans to use proceeds for working capital and general corporate purposes.

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Positive

  • Underwritten equity offering expected to raise about $225 million gross proceeds
  • Shares priced at $85.00 per share in public offering
  • 30-day underwriter option for up to 397,058 additional shares
  • Proceeds earmarked for working capital and general corporate purposes
  • Offering supported by major underwriters J.P. Morgan and Goldman Sachs

Negative

  • Company to issue 2,647,059 new shares, increasing total share count
  • Net proceeds will be below $225 million after discounts and commissions

News Market Reaction – XMTR

-10.76%
24 alerts
-10.76% Session close to close
-6.6% Trough in 5 hr 6 min
$5.01B Market Cap
0.6x Rel. Volume

In the Jun 2 session, XMTR declined 10.76%, reflecting a significant negative market reaction. Argus tracked a trough of -6.6% from its starting point during tracking. Our momentum scanner triggered 24 alerts that day, indicating elevated trading interest and price volatility.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock dropped -10.8% in the session following this news. A negative reaction despite prior stron...
Analysis

The stock dropped -10.8% in the session following this news. A negative reaction despite prior strong fundamentals would fit a pattern where governance or capital-structure news, such as this $225.0M Class A common stock offering at $85.00 per share, weighs on shares after a major rally. The deal follows an effective S-3ASR shelf and comes near a $95.29 reference price in filings. Investors may focus on dilution and recent insider selling when reassessing valuation and risk.

Key Figures

Primary shares offered: 2,647,059 shares Offering price: $85.00 per share Gross proceeds: $225.0 million +5 more
8 metrics
Primary shares offered 2,647,059 shares Underwritten public offering of Class A common stock
Offering price $85.00 per share Public offering price for Class A common stock
Gross proceeds $225.0 million Total gross proceeds from primary share offering
Underwriters’ option shares 397,058 shares 30-day option for additional Class A common stock
Option period 30 days Underwriters’ option duration to purchase additional shares
Expected closing date June 3, 2026 Anticipated closing of the public offering
Shelf filing date June 1, 2026 Form S-3 shelf registration date for this offering
Prev. sale price reference $95.29 per share Class A stock price noted in recent SEC filings

Historical Context

5 past events · Latest: May 21 (Positive)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
May 21 Board appointment Positive -5.3% AI-focused director Lukas Biewald added to support marketplace capabilities.
May 14 Product/market expansion Positive +4.4% Expanded single-platform sourcing for critical data center components.
May 07 Earnings and outlook Positive +39.2% Record Q1 2026 results and raised 2026 revenue growth outlook.
May 07 Strategic partnership Positive +39.2% Siemens partnership embedding AI-native supply chain intelligence.
May 07 Strategic partnership Positive +39.2% Siemens minority investment of about $50M in Xometry Class A stock.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent company-specific news, especially strong Q1 results and AI-focused partnerships, has generally coincided with positive price moves, while governance or management items have seen at least one negative reaction.

Recent Company History

Over the past months, Xometry reported record Q1 2026 results with $205.1M revenue and a notable +39.18% price reaction, alongside a strategic Siemens partnership that included about $50M of Class A stock purchases. Earlier in May, expanded support for data center supply chains coincided with a +4.4% move, while a board appointment for AI expertise saw a -5.34% reaction. Today’s Class A offering follows this run of strong fundamentals, partnerships, and recent insider and Form 144 activity.

Key Terms

underwritten public offering, class a common stock, shelf registration statement, form s-3, +2 more
6 terms
underwritten public offering financial
"today announced the pricing of an underwritten public offering of 2,647,059 shares"
An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.
class a common stock financial
"offering of 2,647,059 shares of its Class A common stock at a price"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
shelf registration statement regulatory
"The offering is being made pursuant to a shelf registration statement on Form S-3"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
form s-3 regulatory
"shelf registration statement on Form S-3, including a base prospectus"
Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.
base prospectus regulatory
"on Form S-3, including a base prospectus, that was filed with the U.S. Securities"
A base prospectus is a detailed document that provides essential information about a financial offering, such as a bond or share issue. It acts like a comprehensive guide for investors, explaining what the investment involves, the risks involved, and how the process works. This helps investors make informed decisions before committing their money.
prospectus supplement regulatory
"A preliminary prospectus supplement and accompanying prospectus relating to the offering"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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NORTH BETHESDA, Md., June 02, 2026 (GLOBE NEWSWIRE) -- Xometry, Inc. (NASDAQ: XMTR), the global, AI-native marketplace connecting buyers and suppliers of custom manufacturing, today announced the pricing of an underwritten public offering of 2,647,059 shares of its Class A common stock at a price to the public of $85.00 per share for total gross proceeds of approximately $225.0 million. In addition, Xometry has granted the underwriters a 30-day option to purchase up to an additional 397,058 shares of Class A common stock at the public offering price, less underwriting discounts and commissions. All of the shares are being offered by Xometry. The offering is expected to close on June 3, 2026, subject to the satisfaction of customary closing conditions.

Xometry intends to use the net proceeds from the offering for working capital and general corporate purposes.

J.P. Morgan and Goldman Sachs & Co. LLC are acting as joint book-running managers for the offering. William Blair, Citizens Capital Markets and Cantor are also acting as book-running managers for the offering. Craig-Hallum is acting as co-manager for the offering.

The offering is being made pursuant to a shelf registration statement on Form S-3, including a base prospectus, that was filed with the U.S. Securities and Exchange Commission (the “SEC”) on June 1, 2026 and became automatically effective upon filing. A preliminary prospectus supplement and accompanying prospectus relating to the offering have been filed with the SEC, and a final prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC and will be available for free on the SEC’s website located at www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to the offering may be obtained, when available from: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (866) 803-9204, or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com or Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at (866) 471-2526, by facsimile (212) 902-9316, or by email at Prospectus-ny@ny.email.gs.com.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Xometry

Xometry’s (NASDAQ: XMTR) AI-native marketplace, popular Thomasnet® industrial sourcing platform and suite of cloud-based services are rapidly digitizing the manufacturing industry. Xometry provides manufacturers the critical resources they need to grow their businesses and streamlines the procurement process for buyers through real-time pricing and lead time data.

Forward-Looking Statements

This press release contains “forward-looking” statements that involve risks and uncertainties, including statements regarding the anticipated closing date of the offering and Xometry’s use of proceeds from the offering. In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “would,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential” or “continue” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from Xometry’s plans, including those more fully described in our filings with the Securities and Exchange Commission (“SEC”) from time to time, including Xometry’s Annual Report on Form 10-K for the year ended December 31, 2025. All forward-looking statements in this press release are based on information available to Xometry and assumptions and beliefs as of the date hereof, and Xometry disclaims any obligation to update any forward-looking statements, except as required by law.

Media Contact
Lauran Cacciatori
VP Communications
773-610-0806
lauran.cacciatori@xometry.com

Investor Contact
Shawn Milne
VP Investor Relations
240-335-8132
shawn.milne@xometry.com


FAQ

What did Xometry (NASDAQ: XMTR) announce on June 2, 2026 about its stock offering?

Xometry announced pricing of an underwritten public offering of its Class A common stock. According to Xometry, it is selling 2,647,059 shares at $85.00 per share, with expected gross proceeds of approximately $225 million before discounts, commissions and expenses.

How many Xometry (XMTR) shares are included in the June 2026 public offering and at what price?

The offering includes 2,647,059 shares of Xometry Class A common stock priced at $85.00 each. According to Xometry, all shares are being sold by the company, with an underwriter option for up to 397,058 additional shares at the same public price.

What are the expected gross proceeds from the June 2026 Xometry (XMTR) stock offering?

The offering is expected to generate approximately $225 million in gross proceeds for Xometry. According to Xometry, this figure is based on selling 2,647,059 shares at $85.00 per share, before underwriting discounts, commissions and other offering expenses are deducted.

How will Xometry (XMTR) use the net proceeds from its June 2026 equity offering?

Xometry plans to use the net proceeds for working capital and general corporate purposes. According to Xometry, funds from the Class A common stock offering will support its overall business needs rather than a specific acquisition or targeted capital project.

When is the closing date for Xometry’s June 2026 public offering of Class A common stock?

The offering is expected to close on June 3, 2026, subject to customary conditions. According to Xometry, completion depends on satisfaction of standard closing requirements that apply to underwritten public offerings of securities in U.S. capital markets.

Which banks are underwriting the June 2026 Xometry (XMTR) stock offering?

J.P. Morgan and Goldman Sachs are joint book-running managers for the Xometry offering. According to Xometry, William Blair, Citizens Capital Markets and Cantor are additional book-running managers, while Craig-Hallum is serving as co-manager on the transaction.

Is the June 2026 Xometry (XMTR) stock sale made under an existing SEC shelf registration?

Yes, the offering uses a shelf registration statement on Form S-3 that is effective. According to Xometry, a base prospectus and preliminary prospectus supplement have been filed with the SEC, with a final supplement and prospectus to be filed and available online.