[Form 4] Xometry, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Randolph Altschuler, CEO and director of Xometry, Inc. (XMTR), reported automated sales under a Rule 10b5-1 plan on 10/02/2025 that disposed of 9,331 shares of Class A common stock in four blocks at weighted-average prices ranging from $49.2799 to $51.3927. The filing states some shares were sold to cover tax withholding on vested restricted stock units.

After these transactions the reporting person holds 316,067, 312,242, 310,298 and 310,271 shares reported across lines as direct holdings following each sale, and beneficially controls larger indirect positions including 1,475,311 shares of Class B common stock and multiple trusts and accounts holding additional Class A shares.

Positive

• Sales effected under a Rule 10b5-1 plan, indicating preplanned transactions
• Portion of shares sold to cover tax withholding on vested restricted stock units, a routine liquidity event
• Reporting person retains substantial indirect holdings, including 1,475,311 Class B shares

Negative

• 9,331 Class A shares sold on 10/02/2025, reducing direct Class A holdings
• Multiple sales at different weighted-average prices may signal ongoing scheduled dispositions

Insights

Corporate Governance Analyst

Insider executed planned sales of 9,331 Class A shares under a Rule 10b5-1 plan.

The Form 4 confirms the sales were automatic under a Rule 10b5-1 trading plan adopted at least 90 days earlier, which indicates pre‑arranged, non‑opportunistic selling rather than ad hoc insider trades. The filing also discloses that a portion of the shares were sold to satisfy tax withholding obligations on vested restricted stock units.

The reporting person still beneficially controls substantial equity, including 1,475,311 Class B shares and multiple trusts holding Class A shares, which preserves significant voting and economic exposure.

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

1. Name and Address of Reporting Person^*

Altschuler Randolph

(Last) (First) (Middle)

C/O XOMETRY, INC.

6116 EXECUTIVE BLVD, SUITE 800

(Street)

NORTH BETHESDA MD 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
10/02/2025

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	10/02/2025		S(1)(2)		3,535	D	$49.2799(3)	316,067	D
Class A Common Stock	10/02/2025		S(1)(2)		3,825	D	$50.6853(4)	312,242	D
Class A Common Stock	10/02/2025		S(1)(2)		1,944	D	$51.3927(5)	310,298	D
Class A Common Stock	10/02/2025		S(1)(2)		27	D	$52.45	310,271	D
Class B Common Stock								1,475,311	D
Class A Common Stock								85,582	I	See footnote(6)
Class A Common Stock								324,533	I	See footnote(7)
Class A Common Stock								324,533	I	See footnote(8)
Class A Common Stock								324,533	I	See footnote(9)
Class A Common Stock								631,270	I	See footnote(10)
Class A Common Stock								475,248	I	See footnote(11)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. 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.

2. A portion of these shares were sold by the reporting person to cover tax withholding obligations in connection with the vesting of restricted stock units.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.88 to $49.69, 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 (3), (4) and (5) to this Form 4.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.99 to $50.98, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.08 to $51.80, inclusive.

6. Held by the 2021 Tigers Trust, over which the Reporting Person may be deemed to exercise voting control.

7. Held by the Matthew Sladkin Altschuler 2012 Trust, over which the Reporting Person may be deemed to exercise voting control.

8. Held by the Sasha Sladkin Altschuler 2012 Trust, over which the Reporting Person may be deemed to exercise voting control.

9. Held by the Noah Sladkin Altschuler 2012 Trust, over which the Reporting Person may be deemed to exercise voting control.

10. Held by the Reporting Person's spouse.

11. Held by the Altschuler Family Trust (2020), over which the Reporting Person may be deemed to exercise voting control.

Remarks:

	/s/ Kristie Scott, Attorney-in-Fact	10/03/2025
	** 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.

FAQ

What did Xometry CEO Randolph Altschuler sell on 10/02/2025 (XMTR)?

The filing shows the sale of 9,331 Class A common shares in four blocks on 10/02/2025 at weighted-average prices between $48.88 and $51.80.

Were the insider sales at XMTR part of a preplanned program?

Yes. The sales were effected automatically under a Rule 10b5-1 trading plan adopted at least 90 days before the trades.

Did any sales cover tax obligations?

Yes. The filing states that a portion of the shares were sold to cover tax withholding for vested restricted stock units.

How many Class B shares does the reporting person control?

The Form 4 discloses beneficial control of 1,475,311 Class B common shares.

Who signed the Form 4 and when was it filed?

The Form 4 was signed by Kristie Scott, Attorney-in-Fact on 10/03/2025.