Xometry Announces Proposed Public Offering of Class A Common Stock
Rhea-AI Summary
Xometry (NASDAQ:XMTR) commenced an underwritten public offering of $225 million of Class A common stock, with a 30-day option for underwriters to purchase up to an additional $33.75 million of shares. All shares are primary, and net proceeds will fund working capital and general corporate purposes. The deal is subject to market conditions and uses an automatically effective Form S-3 shelf registration, with J.P. Morgan and Goldman Sachs as joint book-running managers.
AI-generated analysis. Not financial advice.
Positive
- Proposed primary equity raise of $225 million
- Additional 30-day underwriters’ option for $33.75 million in shares
- Proceeds designated for working capital and general corporate purposes
- Offering conducted under effective Form S-3 shelf registration
Negative
- New share issuance may dilute existing shareholders’ ownership
- Completion, size and terms of offering depend on market conditions
Key Figures
Market Reality Check
Peers on Argus
Peers showed mixed moves, with AMSC up 3.21%, SXI up 3.51%, while ATS, EPAC, and CXT were down between 0.87% and 6.30%, indicating stock-specific dynamics around this offering.
Historical Context
| Date | Event | Sentiment | Move | Catalyst |
|---|---|---|---|---|
| May 21 | Board appointment | Positive | -5.3% | Appointment of AI-focused entrepreneur Lukas Biewald to Board and committee. |
| May 14 | Product expansion | Positive | +4.4% | Expansion into single-platform sourcing for data center infrastructure components. |
| May 07 | Earnings beat | Positive | +39.2% | Record Q1 2026 results and raised 2026 growth and margin outlook. |
| May 07 | Strategic partnership | Positive | +39.2% | Siemens partnership embedding Xometry’s AI-native intelligence into Siemens Xcelerator. |
| May 07 | Strategic partnership | Positive | +39.2% | Siemens minority investment of about $50M and expanded supply chain integration. |
Positive strategic and earnings news has recently coincided with strong positive price reactions, while governance/board changes saw negative reactions.
Over the last month, Xometry reported record Q1 2026 results with strong growth across revenue and gross profit and raised its full‑year outlook, coinciding with a +39.18% move. Multiple announcements tied to a strategic AI-focused partnership with Siemens, including a roughly $50M equity investment, also aligned with this reaction. A separate data-center supply chain expansion drove a +4.40% move, while the appointment of AI entrepreneur Lukas Biewald to the Board on May 21, 2026 saw a -5.34% reaction, illustrating mixed responses to governance news versus operating milestones.
Regulatory & Risk Context
On June 1, 2026, Xometry filed an effective Form S-3ASR shelf registration allowing offers and sales of Class A common stock, preferred stock, debt securities, and warrants from time to time by the company or selling securityholders. The prospectus notes the Class A common stock traded at $95.29 per share on May 29, 2026.
Market Pulse Summary
This announcement details an underwritten public offering of $225.0M in Class A common stock, plus a $33.75M underwriters’ option, with all shares offered by Xometry for working capital and general corporate purposes. The deal uses an effective Form S‑3 shelf filed on June 1, 2026. Investors may compare this raise against recent record Q1 results and strategic partnerships, monitoring final pricing, total proceeds, and any follow‑on capital markets activity.
Key Terms
underwritten public offering financial
class a common stock financial
shelf registration statement regulatory
form s-3 regulatory
base prospectus regulatory
preliminary prospectus supplement regulatory
prospectus regulatory
AI-generated analysis. Not financial advice.
NORTH BETHESDA, Md., June 01, 2026 (GLOBE NEWSWIRE) -- Xometry, Inc. (NASDAQ: XMTR) the global, AI-native marketplace connecting buyers and suppliers of custom manufacturing, today announced that it has commenced an underwritten public offering of
Xometry intends to use the net proceeds from the proposed 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 proposed offering.
The proposed 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 automatically became effective upon filing. A preliminary prospectus supplement and accompanying prospectus relating to the proposed offering have been filed with the SEC and are available for free on the SEC’s website located at www.sec.gov. Copies of the preliminary prospectus supplement and the accompanying prospectus relating to the proposed 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 timing, size and completion of the proposed offering and Xometry’s use of proceeds from the proposed 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
