Were the Xometry (XMTR) insider share sales discretionary or pre-planned?

The sales were executed automatically under a Rule 10b5-1 trading plan adopted at least 90 days before trading. Such plans pre-schedule trades, helping separate them from day-to-day market decisions or new information the insider may later obtain.

Xometry (XMTR) president sells shares to cover RSU tax obligations

Filing Impact

(High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Xometry, Inc. president Sanjeev Singh Sahni reported both an equity award and related share sales. On February 24, 2026, he acquired 59,870 shares of Class A Common Stock through a grant of performance-based restricted stock units tied to 2025 results, with one-third vesting immediately and the rest scheduled to vest in equal installments on February 24, 2027 and February 24, 2028, subject to continued service.

On February 26, 2026, he sold a total of 9,978 shares of Class A Common Stock in multiple open-market transactions at weighted average prices ranging from about $41.45 to $44.38 per share to cover tax withholding obligations arising from the RSU vesting. These sales were executed automatically under a pre-established Rule 10b5-1 trading plan. After these transactions, he directly owned 113,022 shares.

Insider Trade Summary

Net Seller: 9,978 shares ($433,495)

Net Sell 5 txns

Insider Sahni Sanjeev Singh

Role President

Sold 9,978 shs ($433K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	644	$41.4548	$27K
Sale	Class A Common Stock	1,230	$42.6008	$52K
Sale	Class A Common Stock	5,994	$43.5041	$261K
Sale	Class A Common Stock	2,110	$44.377	$94K
Grant/Award	Class A Common Stock	59,870	$0.00	--

Holdings After Transaction: Class A Common Stock — 122,356 shares (Direct)

Footnotes (1)

Represents restricted stock units ("RSU") that were granted in March 2025 subject to performance-based vesting conditions pertaining to 2025 performance, the achievement of which was certified by the Board on February 24, 2026. Of these RSUs, 1/3rd of the shares vested on February 24, 2026, and the remainder of the shares underlying the RSUs will vest in equal installments on each of February 24, 2027 and February 24, 2028, subject to the reporting person's continuous service. The transaction reported in this Form 4 was effected automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person at least 90 days prior to the trading date. These shares were sold by the reporting person to cover tax withholding obligations in connection with the vesting of restricted stock units. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.985 to $41.88, inclusive. The reporting person undertakes to provide to Xometry, Inc., any security holder of Xometry, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price in the ranges set forth in footnotes (4), (5), (6) and (7) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.00 to $43.00, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.06 to $44.06, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.13 to $44.735, inclusive.

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Form 4 Insider Transactions: What Each Field Means →

02/26/2026 - 07:16 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Sahni Sanjeev Singh

(Last)

(First)

(Middle)

C/O XOMETRY, INC.

6116 EXECUTIVE BLVD, SUITE 800

(Street)

NORTH BETHESDA

20852

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Xometry, Inc. [ XMTR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	02/24/2026		A		59,870⁽¹⁾	A	$0.00	123,000	D
Class A Common Stock	02/26/2026		S⁽²⁾⁽³⁾		644	D	$41.4548⁽⁴⁾	122,356	D
Class A Common Stock	02/26/2026		S⁽²⁾⁽³⁾		1,230	D	$42.6008⁽⁵⁾	121,126	D
Class A Common Stock	02/26/2026		S⁽²⁾⁽³⁾		5,994	D	$43.5041⁽⁶⁾	115,132	D
Class A Common Stock	02/26/2026		S⁽²⁾⁽³⁾		2,110	D	$44.377⁽⁷⁾	113,022	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents restricted stock units ("RSU") that were granted in March 2025 subject to performance-based vesting conditions pertaining to 2025 performance, the achievement of which was certified by the Board on February 24, 2026. Of these RSUs, 1/3rd of the shares vested on February 24, 2026, and the remainder of the shares underlying the RSUs will vest in equal installments on each of February 24, 2027 and February 24, 2028, subject to the reporting person's continuous service.

2. The transaction reported in this Form 4 was effected automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person at least 90 days prior to the trading date.

3. These shares were sold by the reporting person to cover tax withholding obligations in connection with the vesting of restricted stock units.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.985 to $41.88, inclusive. The reporting person undertakes to provide to Xometry, Inc., any security holder of Xometry, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price in the ranges set forth in footnotes (4), (5), (6) and (7) to this Form 4.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.00 to $43.00, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.06 to $44.06, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.13 to $44.735, inclusive.

Remarks:

	/s/ Kristie Scott, Attorney-in-Fact	02/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Xometry (XMTR) president Sanjeev Singh Sahni report?

He reported receiving 59,870 performance-based restricted stock units and selling 9,978 shares. The sales occurred in open-market transactions and were linked to tax withholding from the RSU vesting under a pre-set Rule 10b5-1 trading plan.

How many Xometry (XMTR) shares did the president sell and at what prices?

He sold 9,978 shares of Class A Common Stock in several open-market trades. Weighted average sale prices ranged from about $41.45 to $44.38 per share, with detailed price ranges disclosed across multiple footnotes in the filing.

What equity award did the Xometry (XMTR) president receive in this Form 4?

He acquired 59,870 shares through performance-based restricted stock units granted in March 2025. One-third vested on February 24, 2026, and the remaining portions are scheduled to vest on February 24, 2027 and February 24, 2028, if he continues in service.

Why did the Xometry (XMTR) president sell shares after the RSU vesting?

The filing states the shares were sold to cover tax withholding obligations from the vesting of restricted stock units. Using share sales to cover associated tax liabilities is a common mechanism when equity awards settle in company stock.

How many Xometry (XMTR) shares does the president own after these transactions?

Following the reported RSU acquisition and subsequent sales, he directly owned 113,022 shares of Xometry Class A Common Stock. This post-transaction holding amount is disclosed in the Form 4 as the total shares beneficially owned after the last sale.