[144] Xometry, Inc. SEC Filing

Rhea-AI Filing Summary

Xometry, Inc. (XMTR) Form 144 notice reports a proposed sale of 4,944 Class A common shares with an aggregate market value of $240,525 to be sold on 09/11/2025 through UBS Financial Services on NASDAQ. The filing lists that the shares were acquired via the issuer under an ESOP on 02/01/2022 and 03/02/2022 and via RSU on 09/15/2025. The filer has disclosed multiple sales in the prior three months: 986, 940, 7,000 and 3,541 shares generating gross proceeds of $30,124.96, $30,444.44, $301,665.00 and $165,915.68 respectively. The filing includes the standard signer representation that no undisclosed material adverse information exists.

Positive

• Clear disclosure of acquisition method (ESOP and RSU) and broker details supports regulatory transparency
• Recent sales fully reported with gross proceeds, enabling investor visibility into insider liquidity

Negative

• Insider sales occurred recently: 12,467 shares sold in the past three months for aggregate proceeds of $528,149.08
• No 10b5-1 plan date provided in the filing, so the timing rationale for planned sales is not documented in the form

Insights

Securities Analyst

TL;DR: Small scheduled insider sale relative to outstanding shares; recent periodic disposals disclosed.

The proposed sale of 4,944 shares valued at $240,525 is a routine Form 144 disclosure for an insider or affiliate planning to sell restricted or control securities. The filing documents acquisition sources (ESOP and RSU) and shows multiple recent sales totaling 12,467 shares in the past three months, with combined gross proceeds of $528,149.08. As a percentage of the company's reported outstanding Class A shares (49,339,037), the proposed sale is immaterial on its own, indicating limited direct market impact. The record is useful for monitoring insider liquidity but does not in itself provide operational or financial performance information.

Corporate Governance Expert

TL;DR: Filing demonstrates compliance with Rule 144 disclosure obligations and documents recent insider transactions.

The form clearly states the nature of acquisition (ESOP and RSU) and lists a broker and planned sale date, satisfying procedural disclosure requirements. The signer affirms absence of undisclosed material adverse information, which is customary. The sequence of recent sales may reflect scheduled liquidity events or vesting-related disposals; however, the filing contains no commentary on any trading plan or 10b5-1 adoption date. From a governance perspective, transparent reporting of these transactions supports regulatory compliance and investor oversight.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Common	UBS Financial Services, Inc. 11 Madison Avenue 4th Floor New York NY 10010	4944	240525.00	49339037	09/11/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Common	02/01/2022	ESOP	Issuer			1041	02/01/2022	N/A
Class A Common	03/02/2022	ESOP	Issuer			2917	03/02/2022	N/A
Class A Common	09/15/2025	RSU	Issuer			986	09/15/2025	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Peter Goguen 6116 Executive Boulevard, Suite 800 North Bethesda MD 20852	Class A Common	06/17/2025	986	30124.96
Peter Goguen 6116 Executive Boulevard, Suite 800 North Bethesda MD 20852	Class A Common	07/02/2025	940	30444.44
Peter Goguen 6116 Executive Boulevard, Suite 800 North Bethesda MD 20852	Class A Common	08/07/2025	7000	301665.00
Peter Goguen 6116 Executive Boulevard, Suite 800 North Bethesda MD 20852	Class A Common	08/18/2025	3541	165915.68

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What is being proposed to be sold in this Form 144 for Xometry (XMTR)?

The filing proposes the sale of 4,944 Class A common shares with an aggregate market value of $240,525 to be sold on 09/11/2025 via UBS Financial Services on NASDAQ.

How were the shares that are to be sold acquired?

The filing shows acquisitions via ESOP on 02/01/2022 (1,041 shares) and 03/02/2022 (2,917 shares), and via RSU on 09/15/2025 (986 shares).

What insider sales were reported in the past three months?

Four sales are disclosed: 986 shares (6/17/2025) for $30,124.96; 940 shares (7/02/2025) for $30,444.44; 7,000 shares (8/07/2025) for $301,665.00; and 3,541 shares (8/18/2025) for $165,915.68.

Who is the listed broker handling the proposed sale?

The broker is UBS Financial Services, Inc. located at 11 Madison Avenue, 4th Floor, New York, NY 10010.

Does this Form 144 state whether the seller knows of any undisclosed material adverse information?

Yes. By signing the notice, the person represents they do not know any material adverse information