Form 4: Xometry CEO Sells Shares for Tax Obligations

Xometry CEO Randolph Altschuler sold 14,826 shares of Class A Common Stock on January 5, 2026, to cover tax withholding obligations under a pre-arranged 10b5-1 trading plan.

Summary

• Randolph Altschuler, CEO and Director of Xometry, Inc. (XMTR), reported the sale of 14,826 shares of Class A Common Stock.
• The sales occurred on January 5, 2026, across five separate transactions.
• The shares were sold at weighted average prices ranging from $63.3219 to $67.6935 per share.
• The transactions were executed automatically pursuant to a Rule 10b5-1 trading plan, which was adopted at least 90 days prior to the trading date.
• The purpose of these sales was to cover tax withholding obligations associated with the vesting of restricted stock units.
• Following these transactions, Mr. Altschuler directly beneficially owns 295,445 shares of Class A Common Stock and 1,475,311 shares of Class B Common Stock.
• Indirect beneficial ownership includes shares held by various trusts and by his spouse, totaling over 2 million additional shares of Class A Common Stock.

Sentiment

Score: 5

Explanation: The sale of shares by the CEO was pre-arranged under a 10b5-1 plan to cover tax withholding obligations, which is a routine event and not indicative of a change in sentiment towards the company's prospects. Therefore, the sentiment is neutral.

Positives

• The sale was conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a non-discretionary transaction not based on new material non-public information.
• The stated reason for the sale is to cover tax withholding obligations, which is a common and routine event for executives receiving equity compensation.

Negatives

• While routine, any insider selling, even for tax purposes, can sometimes be viewed with caution by some investors, though the 10b5-1 plan mitigates this concern.

Risks

• No specific risks are mentioned in this Form 4 filing beyond the general market perception of insider selling, which is mitigated by the 10b5-1 plan and stated tax purpose.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future outlook.

Management Comments

• The transaction 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.

Industry Context

This insider transaction report is specific to Xometry, Inc. and its CEO, and does not provide broader industry context or trends.

Comparison to Industry Standards

• The use of a Rule 10b5-1 trading plan for insider stock sales, particularly for tax withholding, is a standard practice among executives in publicly traded companies to manage equity compensation and mitigate accusations of trading on inside information.
• The volume of shares sold for tax purposes is typical for executives with significant equity grants and vesting schedules.

Stakeholder Impact

• Shareholders: Minimal direct impact as the sale is routine and pre-planned, not signaling a change in company fundamentals.
• Employees: No direct impact mentioned.
• Customers: No direct impact mentioned.
• Suppliers: No direct impact mentioned.
• Creditors: No direct impact mentioned.

Next Steps

• No specific future actions, events, or milestones are mentioned in this Form 4 filing.

Key Dates

Recommendation

The sale of shares by the CEO was executed under a pre-arranged 10b5-1 trading plan solely to cover tax withholding obligations related to restricted stock unit vesting. This is a non-discretionary transaction and does not reflect a change in the company's fundamentals or the CEO's long-term outlook, thus a 'hold' recommendation is maintained.

Keywords

Xometry, XMTR, Randolph Altschuler, Insider Trading, Form 4, Stock Sale, CEO, 10b5-1 Plan, Tax Withholding, Restricted Stock Units