Randolph Altschuler - 02 Jul 2021 Form 4 Insider Report for Xometry, Inc. (XMTR)

Signature
/s/ Dorothy Vinsky, Attorney-in-Fact
Issuer symbol
XMTR
Transactions as of
02 Jul 2021
Net transactions value
$0
Form type
4
Filing time
07 Jul 2021, 18:59:29 UTC
Previous filing
01 Jul 2021
Next filing
09 Feb 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction XMTR Common Stock Other -1,068,003 -100% 0 02 Jul 2021 Direct F1
transaction XMTR Class A Common Stock Other +1,068,003 1,068,003 02 Jul 2021 Direct F1
transaction XMTR Class A Common Stock Conversion of derivative security $0 +407,308 +38% $0.000000 1,475,311 02 Jul 2021 Direct F2
transaction XMTR Class A Common Stock Other -1,475,311 -100% 0 02 Jul 2021 Direct F3
transaction XMTR Common Stock Other -105,000 -100% 0 02 Jul 2021 Held by the 2021 Tigers Trust F1
transaction XMTR Class A Common Stock Other +105,000 105,000 02 Jul 2021 Held by the 2021 Tigers Trust F1
transaction XMTR Common Stock Other -347,222 -100% 0 02 Jul 2021 Held by the Matthew Sladkin Altschuler 2012 Trust F1
transaction XMTR Class A Common Stock Other +347,222 347,222 02 Jul 2021 Held by the Matthew Sladkin Altschuler 2012 Trust F1
transaction XMTR Common Stock Other -347,222 -100% 0 02 Jul 2021 Held by the Noah Sladkin Altschuler 2012 Trust F1
transaction XMTR Class A Common Stock Other +347,222 347,222 02 Jul 2021 Held by the Noah Sladkin Altschuler 2012 Trust F1
transaction XMTR Common Stock Other -347,222 -100% 0 02 Jul 2021 Held by the Sasha Sladkin Altschuler 2012 Trust F1
transaction XMTR Class A Common Stock Other +347,222 347,222 02 Jul 2021 Held by the Sasha Sladkin Altschuler 2012 Trust F1
transaction XMTR Common Stock Other -500,000 -100% 0 02 Jul 2021 Held by the Altschuler Family Trust (2020) F1
transaction XMTR Class A Common Stock Other +500,000 500,000 02 Jul 2021 Held by the Altschuler Family Trust (2020) F1
transaction XMTR Common Stock Other -386,667 -100% 0 02 Jul 2021 Held by spouse F1
transaction XMTR Class A Common Stock Other +386,667 386,667 02 Jul 2021 Held by spouse F1
transaction XMTR Class A Common Stock Conversion of derivative security $0 +344,476 +89% $0.000000 731,146 02 Jul 2021 Held by spouse F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction XMTR Stock Option (right to buy) Other $0 -99,869 -100% $0.000000* 0 02 Jul 2021 Common Stock 99,869 $1.65 Direct F1, F4
transaction XMTR Stock Option (right to buy) Other $0 +99,869 $0.000000 99,869 02 Jul 2021 Class A Common Stock 99,869 $1.65 Direct F1, F4
transaction XMTR Stock Option (right to buy) Other $0 -231,974 -100% $0.000000* 0 02 Jul 2021 Common Stock 231,974 $3.65 Direct F1, F5
transaction XMTR Stock Option (right to buy) Other $0 +231,974 $0.000000 231,974 02 Jul 2021 Class A Common Stock 231,974 $3.65 Direct F1, F5
transaction XMTR Stock Option (right to buy) Other $0 -142,275 -100% $0.000000* 0 02 Jul 2021 Common Stock 142,275 $12.32 Direct F1, F6
transaction XMTR Stock Option (right to buy) Other $0 +142,275 $0.000000 142,275 02 Jul 2021 Class A Common Stock 142,275 $12.32 Direct F1, F6
transaction XMTR Series Seed-1 Preferred Stock Conversion of derivative security $0 -325,000 -100% $0.000000* 0 02 Jul 2021 Class A Common Stock 325,000 Direct F2
transaction XMTR Series Seed-1 Preferred Stock Conversion of derivative security $0 -325,000 -100% $0.000000* 0 02 Jul 2021 Class A Common Stock 325,000 Held by spouse F2
transaction XMTR Series Seed-2 Preferred Stock Conversion of derivative security $0 -51,095 -100% $0.000000* 0 02 Jul 2021 Class A Common Stock 51,095 Direct F2
transaction XMTR Series A-1 Preferred Stock Conversion of derivative security $0 -31,213 -100% $0.000000* 0 02 Jul 2021 Class A Common Stock 31,213 Direct F2
transaction XMTR Series A-1 Preferred Stock Conversion of derivative security $0 -19,476 -100% $0.000000* 0 02 Jul 2021 Class A Common Stock 19,476 Held by spouse F2
transaction XMTR Class B Common Stock Other $0 +1,475,311 $0.000000 1,475,311 02 Jul 2021 Class A Common Stock 1,475,311 Direct F3, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Immediately prior to the closing of the Issuer's initial public offering, each share of Common Stock was reclassified into one share of Class A Common Stock in an exempt transaction pursuant to Rule 16b-7.
F2 Each share of Series Seed-1 Preferred Stock, Series Seed-2 Preferred Stock, and Series A-1 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.
F3 Immediately prior to the completion of the Issuer's initial public offering of Class A Common stock, the shares of the Issuer's Class A Common Stock held by the Reporting Person were exchanged at a 1:1 ratio for shares of the Issuer's Class B Common Stock pursuant to an exchange agreement between the Issuer and Reporting Person, as previously approved by the Issuer's board of directors.
F4 One quarter (1/4) of the shares vested on January 1, 2019, and thereafter, the remainder of the shares vest in 36 equal monthly installments, subject to the Reporting Person's continuous service.
F5 One quarter (1/4) of the shares vested on May 2, 2020, and thereafter, the remainder of the shares vest in 36 equal monthly installments, subject to the Reporting Person's continuous service.
F6 One quarter (1/4) of the shares shall vest on January 1, 2022, and thereafter, the remainder of the shares shall vest in 36 equal monthly installments, subject to the Reporting Person's continuous service.
F7 Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock. Each share of Class B Common Stock will convert automatically into shares of Class A common stock, on a one-to-one basis, upon the following: (1) sale or transfer of such share of Class B common stock; (2) the death or incapacity of the Reporting Person; (3) the Reporting Person's departure from the Issuer's board of directors; and (4) on the final conversion date, defined as the earlier of (a) the seventh anniversary of the Issuer's IPO; or (b) the date specified by vote of the holders of a majority of the outstanding shares of Class B common stock.