Form 4: Xometry Director Sells Shares Under 10b5-1 Plan

Xometry Director Emily Rollins reported the exercise of stock options and subsequent sale of 1,000 Class A Common Stock shares under a pre-arranged 10b5-1 trading plan.

Summary

• Emily Rollins, a Director of Xometry, Inc. (XMTR), reported transactions on November 10, 2025, executed automatically pursuant to a Rule 10b5-1 trading plan adopted at least 90 days prior.
• Rollins acquired 1,000 shares of Class A Common Stock by exercising fully vested stock options at an exercise price of $12.32 per share.
• Concurrently, Rollins disposed of a total of 1,000 shares of Class A Common Stock through multiple sales.
• The sales included 106 shares at a weighted average price of $66.1622, 186 shares at a weighted average price of $67.1609, and 708 shares at a weighted average price of $68.5316.
• Following these transactions, Rollins directly beneficially owns 11,455 shares of Class A Common Stock.
• The stock option exercised had an expiration date of February 24, 2031.

Sentiment

Score: 5

Explanation: The filing details a routine insider transaction involving the exercise of stock options and subsequent sale of shares under a pre-arranged 10b5-1 trading plan. This is a neutral event, as it reflects planned activity rather than a new discretionary decision based on recent company performance or outlook.

Positives

• The exercise of stock options indicates the options were in-the-money, allowing the director to realize value.
• Sales were executed at significantly higher prices (ranging from $66.16 to $68.53) than the exercise price ($12.32), demonstrating a substantial gain on the exercised options.

Negatives

• Insider selling, even if pre-planned, can sometimes be perceived as a lack of confidence, though in this case, it is a routine exercise-and-sell transaction.

Future Outlook

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

Management Comments

• 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.

Industry Context

Form 4 filings are standard regulatory disclosures for insiders of publicly traded companies, reporting changes in their beneficial ownership. Transactions executed under Rule 10b5-1 plans are common practice for insiders to manage their equity holdings while avoiding accusations of trading on material non-public information.

Comparison to Industry Standards

• This filing is a routine disclosure of insider transactions, which is standard practice across all publicly traded companies in compliance with SEC regulations.
• The use of a Rule 10b5-1 plan aligns with best practices for corporate governance, providing a pre-scheduled mechanism for insiders to trade company stock. No specific comparable companies or projects are relevant for this type of routine compliance filing.

Related Party Transactions

• The transactions involve a director of the company, which by definition is a related party. However, Form 4 specifically reports beneficial ownership changes rather than detailing the terms of a related party transaction in the broader sense.

Stakeholder Impact

• Shareholders: Minimal impact. Routine insider transactions under a 10b5-1 plan are generally not seen as a strong signal for future stock performance. The sale of shares increases the public float slightly.
• Employees, Customers, Suppliers, Creditors: No direct impact from this filing.

Key Dates

Recommendation

The Form 4 filing details a routine insider transaction by a director, involving the exercise of stock options and subsequent sale of an equivalent number of shares under a pre-arranged 10b5-1 trading plan. This type of transaction is generally not indicative of a change in the company's fundamental outlook or the insider's long-term confidence, thus a 'hold' recommendation is appropriate as it does not provide new information to alter an investment thesis.

Keywords

Xometry, XMTR, Form 4, insider trading, stock options, 10b5-1 plan, beneficial ownership, director, stock sale, equity, securities