Xometry, Inc. — Director's Dealing 2021

Jul 8, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Xometry, Inc. (XMTR)
CIK: 0001657573
Period of Report: 2021-07-02

Reporting Person: Highland Leaders Fund I, L.P. (10% Owner)
Reporting Person: Highland Capital Partners 9 Limited Partnership (10% Owner)
Reporting Person: Highland Capital Partners 9-B Limited Partnership (10% Owner)
Reporting Person: Highland Management Partners 9 LLC (10% Owner)
Reporting Person: HIghland Management Partners 9 Limited Partnership (10% Owner)
Reporting Person: Highland Entrepreneurs' Fund 9 Limited Partnership (10% Owner)
Reporting Person: Highland Leaders Fund I GP, L.P. (10% Owner)
Reporting Person: Highland Leaders Fund I GP, LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-07-02	Class A Common Stock	C	481428	$0.00	Acquired	481428	Indirect
2021-07-02	Class A Common Stock	C	5497365	$0.00	Acquired	5497365	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-07-02	Series Seed-1 Preferred Stock	$	C	129859	Disposed		Class A Common Stock (129859)	Indirect
2021-07-02	Series Seed-1 Preferred Stock	$	C	28058	Disposed		Class A Common Stock (28058)	Indirect
2021-07-02	Series Seed-2 Preferred Stock	$	C	57132	Disposed		Class A Common Stock (57132)	Indirect
2021-07-02	Series Seed-2 Preferred Stock	$	C	12344	Disposed		Class A Common Stock (12344)	Indirect
2021-07-02	Series A-1 Preferred Stock	$	C	3636868	Disposed		Class A Common Stock (3636868)	Indirect
2021-07-02	Series A-2 Preferred Stock	$	C	73997	Disposed		Class A Common Stock (73997)	Indirect
2021-07-02	Series A-2 Preferred Stock	$	C	334214	Disposed		Class A Common Stock (334214)	Indirect
2021-07-02	Series B Preferred Stock	$	C	25400	Disposed		Class A Common Stock (25400)	Indirect
2021-07-02	Series B Preferred Stock	$	C	668746	Disposed		Class A Common Stock (668746)	Indirect
2021-07-02	Series C Preferred Stock	$	C	26397	Disposed		Class A Common Stock (26397)	Indirect
2021-07-02	Series C Preferred Stock	$	C	381123	Disposed		Class A Common Stock (381123)	Indirect
2021-07-02	Series D Preferred Stock	$	C	20486	Disposed		Class A Common Stock (20486)	Indirect
2021-07-02	Series D Preferred Stock	$	C	403999	Disposed		Class A Common Stock (403999)	Indirect
2021-07-02	Series E Preferred Stock	$	C	148157	Disposed		Class A Common Stock (148157)	Indirect
2021-07-02	Series E Preferred Stock	$	C	32013	Disposed		Class A Common Stock (32013)	Indirect

Footnotes

F1: Each share of Series Seed-1 Preferred Stock, Series Seed-2 Preferred Stock, Series A-1 Preferred Stock, Series A-2 Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, and Series E Preferred Stock automatically converted, without payment of additional consideration, into Class A Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.

F2: These shares are held of record by Highland Leaders Fund I, L.P. ("HLF I"). The general partner of HLF I is Highland Leaders Fund I GP, L.P. ("HLF I GP LP"), whose general partner is Highland Leaders Fund I GP, LLC ("HLF I GP LLC"). Robert Davis, Dan Nova, Paul Maeder, Corey Mulloy and Craig Driscoll (the "HLF I GP Managing Members") are the managing members of HLF I GP LLC and may be deemed to have voting and dispositive power over the shares held by HLF I. Each of HLF I GP LP, HLF I GP LLC, and the HLF I GP Managing Members disclaims beneficial ownership of the securities reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported herein. Mr. Driscoll is a director of the Issuer and files separate Section 16 reports.

F3: Includes 3,621,393 shares held by Highland Capital Partners 9 LP ("HCP9"), 1,559,876 shares held by Highland Capital Partners 9-B LP ("HCP9B") and 316,096 shares held by Highland Entrepreneurs' Fund 9 LP ("HEF9"). The general partner of each of HCP9, HCP9B and HEF9 is Highland Management Partners 9 LP ("LP"), whose GP is Highland Management Partners 9 LLC ("LLC"). Robert Davis, Dan Nova, Paul Maeder and Corey Mulloy ("Managing Members") are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein.

F4: Includes 18,484 shares held by HCP9, 7,961 shares held by HCP9B and 1,613 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein.

F5: Includes 8,131 shares held by HCP9, 3,503 shares held by HCP9B and 710 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of the LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein.

F6: Includes 2,395,787 shares held by HCP9, 1,031,961 shares held by HCP9B and 209,120 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein.

F7: Includes 220,163 shares held by HCP9, 94,834 shares held by HCP9B and 19,217 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein.

F8: Includes 440,537 shares held by HCP9, 189,756 shares held by HCP9B and 38,453 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein.

F9: Includes 251,067 shares held by HCP9, 108,143 shares held by HCP9B and 21,913 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein.

F10: Includes 266,136 shares held by HCP9, 114,634 shares held by HCP9B and 23,229 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein.

F11: Includes 21,088 shares held by HCP9, 9,084 shares held by HCP9B and 1,841 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein.