Nano Dimension, Stratasys end $42.5M MarkForged deal

Available on EDGAR 11/12/2026 - 09:00 AM EST Accepted by SEC EDGAR 11/12/2026 - 08:59 AM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Nano Dimension Ltd. (NNDM) and Stratasys mutually terminated their agreement for Stratasys to buy MarkForged, a wholly owned subsidiary of Nano Dimension, in an all-cash transaction valued at $42.5 million. The parties entered into the agreement on May 27, 2026, and terminated it on November 11, 2026.

Both parties determined that obtaining the regulatory approvals needed to close would take materially longer and be more expensive than initially anticipated.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Key Figures

Planned sale value: $42.5 million Agreement date: May 27, 2026 Termination date: November 11, 2026

3 metrics

Planned sale value $42.5 million All-cash MarkForged sale agreement

Agreement date May 27, 2026 Agreement to sell MarkForged

Termination date November 11, 2026 Mutual termination of the sale agreement

Key Terms

definitive agreement, all-cash transaction, customary closing conditions, regulatory approvals

4 terms

definitive agreement financial

"entered into a definitive agreement to sell MarkForged"

A definitive agreement is a formal, legally binding document that outlines the final terms and conditions of a deal or transaction, such as a sale or partnership. It acts like a detailed contract that confirms all parties have agreed on the key details, making the deal official. For investors, it signals that the agreement is settled and moving toward completion, providing clarity and security about the transaction.

all-cash transaction financial

"in an all-cash transaction valued at $42.5 million"

An all-cash transaction is a deal where the full purchase price is paid immediately in cash or cash equivalents, rather than through financing or installment payments. For investors, this type of transaction often indicates a quick, straightforward sale and can signal confidence from the buyer, potentially affecting the value and perception of the involved assets.

customary closing conditions financial

"subject to customary closing conditions and regulatory approvals"

"Customary closing conditions" are standard rules or checks that must be met before a business deal can be finalized, like making sure all paperwork is in order or that certain approvals are obtained. They matter because they help protect both parties, ensuring everything is in place and reducing the risk of surprises or problems after the deal is closed.

regulatory approvals regulatory

"obtaining the needed regulatory approvals to close"

Regulatory approvals are official permissions from government agencies that a company needs before launching a new product, service, or business activity. They matter because without this approval, the company might not be allowed to operate legally or sell its products, similar to how a driver needs a license to legally drive a car.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What happened to NNDM's planned MarkForged sale?

Nano Dimension and Stratasys mutually terminated the agreement on November 11, 2026. The all-cash sale had been valued at $42.5 million and covered MarkForged, a wholly owned subsidiary of Nano Dimension.

Why did NNDM and Stratasys terminate the MarkForged sale?

Both parties determined that obtaining the regulatory approvals needed to close would take materially longer and be more expensive than initially anticipated.

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

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 11, 2026

NANO DIMENSION LTD.

(Exact name of registrant as specified in its charter)

State of Israel

(State or Other Jurisdiction

of Incorporation)

001-37600		52-0029109
(Commission File Number)		(I.R.S. Employer Identification No.)

60 Tower Road Waltham, MA		02451
(Address of Principal Executive Offices)		(Zip Code)

(866) 496-1805

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, If Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class:		Trading Symbol:		Name of Each Exchange on Which Registered:
American Depositary Shares each representing one Ordinary Share par value NIS 5.00 per share (1) Ordinary Shares, par value NIS 5.00 per share (2)		NNDM		The Nasdaq Stock Market LLC
Rights to Purchase American Depositary Shares, each American Depositary Share representing one Ordinary Share, par value NIS 5.00 per share		NNDM		The Nasdaq Stock Market LLC

(1) Evidenced by American Depositary Receipts.

(2) Not for trading, but only in connection with the listing of the American Depositary Shares.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 8.01. Other Information.

On May 27, 2026, Nano Dimension Ltd. (the “Company”) entered into a definitive agreement to sell MarkForged, Inc. (“MarkForged”), a wholly owned subsidiary, to Stratasys Ltd. (“Stratasys”) in an all-cash transaction valued at $42.5 million (the “MF Sale”). As previously reported, the MF Sale was subject to customary closing conditions and regulatory approvals. On November 11, 2026, Stratasys and the Company mutually terminated the MF Sale, as both parties determined that obtaining the needed regulatory approvals to close would take materially longer, and be more expensive, than initially anticipated.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				Nano Dimension Ltd. (Registrant)
Date: November 12, 2026				By:		/s/ John Brenton
						John Brenton
						Chief Financial Officer

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