Highland Leaders Fund I, L.P. - Jul 2, 2021 Form 4 Insider Report for Xometry, Inc. (XMTR)

Role
10%+ Owner
Signature
Jessica Healey, Authorized Officer of Highland Leaders Fund I GP, LLC, the general partner of Highland Leaders Fund I GP, L.P., the general partner of Highland Leaders Fund I, L.P.
Stock symbol
XMTR
Transactions as of
Jul 2, 2021
Transactions value $
$0
Form type
4
Date filed
7/7/2021, 08:50 PM
Previous filing
Jul 1, 2021
Next filing
Jun 2, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % Price $ Shares After Date Ownership Footnotes
transaction XMTR Class A Common Stock Conversion of derivative security $0 +481 K $0.00 481 K Jul 2, 2021 See Footnote F1, F2
transaction XMTR Class A Common Stock Conversion of derivative security $0 +5.5 M $0.00 5.5 M Jul 2, 2021 See Footnote F1, F3

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 Series Seed-1 Preferred Stock Conversion of derivative security $0 -130 K -100% $0.00 0 Jul 2, 2021 Class A Common Stock 130 K See Footnote F1, F2
transaction XMTR Series Seed-1 Preferred Stock Conversion of derivative security $0 -28.1 K -100% $0.00 0 Jul 2, 2021 Class A Common Stock 28.1 K See Footnote F1, F4
transaction XMTR Series Seed-2 Preferred Stock Conversion of derivative security $0 -57.1 K -100% $0.00 0 Jul 2, 2021 Class A Common Stock 57.1 K See Footnote F1, F2
transaction XMTR Series Seed-2 Preferred Stock Conversion of derivative security $0 -12.3 K -100% $0.00 0 Jul 2, 2021 Class A Common Stock 12.3 K See Footnote F1, F5
transaction XMTR Series A-1 Preferred Stock Conversion of derivative security $0 -3.64 M -100% $0.00 0 Jul 2, 2021 Class A Common Stock 3.64 M See Footnote F1, F6
transaction XMTR Series A-2 Preferred Stock Conversion of derivative security $0 -74 K -100% $0.00 0 Jul 2, 2021 Class A Common Stock 74 K See Footnote F1, F2
transaction XMTR Series A-2 Preferred Stock Conversion of derivative security $0 -334 K -100% $0.00 0 Jul 2, 2021 Class A Common Stock 334 K See Footnote F1, F7
transaction XMTR Series B Preferred Stock Conversion of derivative security $0 -25.4 K -100% $0.00 0 Jul 2, 2021 Class A Common Stock 25.4 K See Footnote F1, F2
transaction XMTR Series B Preferred Stock Conversion of derivative security $0 -669 K -100% $0.00 0 Jul 2, 2021 Class A Common Stock 669 K See Footnote F1, F8
transaction XMTR Series C Preferred Stock Conversion of derivative security $0 -26.4 K -100% $0.00 0 Jul 2, 2021 Class A Common Stock 26.4 K See Footnote F1, F2
transaction XMTR Series C Preferred Stock Conversion of derivative security $0 -381 K -100% $0.00 0 Jul 2, 2021 Class A Common Stock 381 K See Footnote F1, F9
transaction XMTR Series D Preferred Stock Conversion of derivative security $0 -20.5 K -100% $0.00 0 Jul 2, 2021 Class A Common Stock 20.5 K See Footnote F1, F2
transaction XMTR Series D Preferred Stock Conversion of derivative security $0 -404 K -100% $0.00 0 Jul 2, 2021 Class A Common Stock 404 K See Footnote F1, F10
transaction XMTR Series E Preferred Stock Conversion of derivative security $0 -148 K -100% $0.00 0 Jul 2, 2021 Class A Common Stock 148 K See Footnote F1, F2
transaction XMTR Series E Preferred Stock Conversion of derivative security $0 -32 K -100% $0.00 0 Jul 2, 2021 Class A Common Stock 32 K See Footnote F1, F11

Explanation of Responses:

Id Content
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.

Remarks:

HLF I GP LP, HLF I GP LLC, HCP9, HCP9B, LP and LLC (the "Applicable Entities"), each Reporting Persons on this Form 4 together with HLF I and HEF9, were not listed as Reporting Persons on the Form 3 filed by HLF I and HEF9 on July 1, 2021 (the "Form 3") due to the inability to update or obtain, as applicable, their respective EDGAR access codes by the time the Form 3 was filed; however, such Applicable Entities signed the Form 3 and were intended to be treated as "Reporting Persons" thereunder.