Form 8-K

8-K — Xometry, Inc.

Accession: 0001193125-26-331547

Filed: 2026-08-04

Period: 2026-08-04

CIK: 0001657573

SIC: 7389 (SERVICES-BUSINESS SERVICES, NEC)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — xmtr-20260804.htm (Primary)

EX-99.1 (xmtr-ex99_1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: xmtr-20260804.htm · Sequence: 1

8-K

0001657573false00016575732026-08-042026-08-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 04, 2026

Xometry, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

001-40546

32-0415449

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

6116 Executive Blvd, Suite 800

North Bethesda, Maryland

20852

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (240) 252-1138

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Class A common stock, par value $0.000001 per share

XMTR

Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On August 4, 2026, Xometry, Inc. (the “Company”) issued a press release announcing its second quarter financial results for the quarterly period ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this report.

The information set forth under this Item 2.02 and in the accompanying Exhibit 99.1 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as otherwise expressly stated in such filing.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.

Description

99.1

Press Release of Xometry, Inc. issued on August 4, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

XOMETRY, INC.

Date:

August 4, 2026

By:

/s/ Sanjeev Singh Sahni

Sanjeev Singh Sahni

Chief Executive Officer

EX-99.1

Filename: xmtr-ex99_1.htm · Sequence: 2

EX-99.1

Exhibit 99.1

Xometry Reports Record Second Quarter 2026 Results

•

Q2 revenue increased 41% year-over-year to a record $229 million, driven by robust marketplace growth.

•

Q2 marketplace revenue growth accelerated to 45% year-over-year, driven by expanding networks of buyers and suppliers and increasing wallet share.

•

Q2 gross profit increased 34% year-over-year to a record $87.2 million, driven by strong marketplace growth.

•

Q2 Adjusted EBITDA improved $10.2 million year-over-year to Adjusted EBITDA of $14.1 million, driven by strong marketplace gross profit growth and significant operating expense leverage.

•

Strong operating results were driven by consistent execution across growth initiatives: establishing Xometry as the infrastructure for custom manufacturing, improving our AI-native marketplace experiences, expanding buyer and supplier networks, deepening enterprise engagement and leveraging services opportunities.

NORTH BETHESDA, MD., August 4, 2026 /Globe Newswire/-- Xometry, Inc. (NASDAQ: XMTR), the global AI-native marketplace connecting buyers and suppliers of custom manufacturing, today announced its financial results for the second quarter ended June 30, 2026.

“Our product-led growth strategy drove record results in the second quarter, accelerating marketplace growth to 45% year-over-year. We further improved our proprietary AI models and marketplace experience, driving strong buyer growth and increasing wallet share in larger accounts,” said Sanjeev Singh Sahni, CEO at Xometry. “We continue to strengthen Xometry’s position as the infrastructure for custom manufacturing. This foundation is enabling us to rapidly penetrate the vast, fragmented offline market and accelerate our market share gains.”

“Revenue growth accelerated for the fourth quarter in a row in Q2. This accelerating top line was paired with yet another quarter of improved adjusted EBITDA profit margins, up 380 points year-over-year to 6.2%,” said James Miln, CFO at Xometry. “Our successful equity offering in June further strengthened our balance sheet, ending Q2 with $517 million in cash and cash equivalents.”

Second Quarter 2026 Financial Highlights

•

Total revenue for the second quarter of 2026 was $229 million, an increase of 41% year-over-year.

•

Marketplace revenue for the second quarter of 2026 was $215 million, an increase of 45% year-over-year.

•

Marketplace Active Buyers increased 20% from 74,777 as of June 30, 2025 to 89,557 as of June 30, 2026.

•

Marketplace Accounts with Last Twelve-Months Spend of at least $50,000 increased 23% from 1,653 as of June 30, 2025 to 2,039 as of June 30, 2026.

•

Services revenue for the second quarter of 2026 was $13.9 million, up slightly quarter-over-quarter.

•

Net loss attributable to common stockholders for the second quarter of 2026 was $5.3 million.

•

Adjusted EBITDA for the second quarter of 2026 was $14.1 million, reflecting an improvement of $10.2 million year-over-year.

•

Non-GAAP net income for the second quarter of 2026 was $9.9 million, as compared to a Non-GAAP net income of $1.1 million in the second quarter of 2025.

•

Cash, cash equivalents and marketable securities were $517 million as of June 30, 2026, an increase of $293 million from March 31, 2026, driven by $248 million in net proceeds from the offering of our Class A common stock and $50.0 million of proceeds from our private placement with Siemens.

Second Quarter 2026 Business Highlights:

•

Xometry launched an upgraded context-aware AI process recommender. Buyers get a manufacturing recommendation when they upload a part, providing them with the optimal process from among 20 supported manufacturing techniques.

•

Xometry introduced a new generation of cost-prediction models that price each part based on the specific parameters required to manufacture it. The models consider greater breadth and depth of inputs, including geometry, material, finish, and whether the part is a standalone part or one of several in a job.

•

Xometry launched new adaptive sourcing models that leverage a proprietary supplier data layer to price each job dynamically, moving quickly on well-understood jobs. The new models also incorporate an upgraded job-partner suitability that scores every job against a supplier partner's machine characteristics, quality history and on-time shipping record.

•

Xometry bolstered its U.S. injection molding capabilities, delivering enhanced accuracy and speed. Its process-recommendation intelligence automatically routes suitable parts, ensuring customers are guided to the right process every time. Additionally, Xometry offers dedicated manufacturing experts to schedule Design for Manufacturability (DFM) consultations on the platform. Xometry also launched self-serve reordering for injection molded parts to make reordering simple and seamless.

•

Xometry completed an equity follow-on offering, raising $248 million of net proceeds. The successful offering will support Xometry’s key organic growth initiatives and selective tuck-in M&A strategy.

•

Xometry launched the Xometry Foundation, an initiative dedicated to supporting STEM and manufacturing training programs that expand opportunity through education, community investment, and workforce development. The Foundation marks the next chapter of Xometry’s philanthropic journey, evolving its pledge to contribute 1% of company equity toward scholarships into a high-impact initiative with national and regional partnerships.

Financial Summary

(In thousands, except per share amounts)

(Unaudited)

For the Three Months

Ended June 30,

For the Six Months

Ended June 30,

2026

2025

% Change

2026

2025

% Change

Consolidated

Revenue

229,280

162,547

41%

434,419

313,518

39%

Gross profit

87,153

65,176

34%

165,642

121,507

36%

Net loss attributable to common stockholders

(5,313

)

(26,434

)

80%

(10,580

)

(41,512

)

75%

EPS, basic and diluted, of Class A and Class B common stock

(0.10

)

(0.52

)

81%

(0.20

)

(0.82

)

76%

Adjusted EBITDA(1)

14,143

3,926

260%

24,629

4,004

515%

Non-GAAP net income (loss)(1)

9,913

1,076

821%

16,802

(1,446

)

1,262%

Non-GAAP EPS, basic(1), of Class A and Class B common stock

0.18

0.02

800%

0.32

(0.03

)

1,167%

Non-GAAP EPS, diluted(1), of Class A and Class B common stock

0.16

0.02

700%

0.28

(0.03

)

1,033%

Marketplace

Revenue

215,369

148,223

45%

406,688

284,576

43%

Cost of revenue

140,609

95,759

47%

265,481

188,805

41%

Gross Profit

74,760

52,464

42%

141,207

95,771

47%

Gross Margin

34.7

35.4

(0.7)%

34.7

33.7

1.0%

Services

Revenue

13,911

14,324

(3)%

27,731

28,942

(4)%

Cost of revenue

1,518

1,612

(6)%

3,296

3,206

Gross Profit

12,393

12,712

(3)%

24,435

25,736

(5)%

Gross Margin

89.1

88.7

0.4%

88.1

88.9

(0.8)%

(1)

These non-GAAP financial measures, and the reasons why we believe these non-GAAP financial measures are useful, are described below and reconciled to their most directly comparable GAAP measures in the accompanying tables.

Key Operating Metrics(2):

As of June 30,

2026

2025

Change

Active Buyers(3)

89,557

74,777

Percentage of Revenue from Existing Accounts(3)

Accounts with Last Twelve-Months Spend of at Least $50,000(3)

2,039

1,653

(2)

These key operating metrics are for Marketplace. See “Key Terms for our Key Metrics and Non-GAAP Financial Measures” below for definitions of these metrics.

(3)

Amounts shown for Active Buyers and Accounts with Last Twelve-Months Spend of at Least $50,000 are as of June 30, 2026 and 2025, and Percentage of Revenue from Existing Accounts is presented for the quarters ended June 30, 2026 and 2025.

Financial Guidance and Outlook:

Q3 2026

(in millions)

Low

High

Revenue

234

236

Adjusted EBITDA

•

For Q3 2026, we expect revenue of $234-$236 million, representing 30-31% growth year-over-year driven by approximately 33% marketplace growth.

•

For Q3 2026, we expect Adjusted EBITDA of $16-$17 million, an improvement from Adjusted EBITDA of $6.1 million in Q3 2025.

•

For Full Year 2026, we are raising our revenue growth outlook from previous guidance of 27-28% to 33-34% driven by approximately 37% marketplace growth.

•

For Full Year 2026, we expect Adjusted EBITDA of $60-$62 million, an improvement from an Adjusted EBITDA of $18.5 million in Full Year 2025.

Xometry’s third quarter and full year 2026 financial outlook is based on a number of assumptions that are subject to change and may be outside of its control. If actual results vary from these assumptions, Xometry’s expectations may change. There can be no assurance that Xometry will achieve these results.

Reconciliation of Adjusted EBITDA on a forward-looking basis to net loss, the most directly comparable GAAP measure, is not available without unreasonable efforts due to the high variability and complexity and low visibility with respect to certain charges excluded from this non-GAAP measure, including interest and dividend income, (provision) benefit for income taxes, charitable contributions of common stock and impairment of assets. Xometry expects the variability of these items could have a significant, and potentially unpredictable, impact on its future GAAP financial results.

Use of Non-GAAP Financial Measures

To supplement its consolidated financial statements, which are prepared and presented in accordance with generally accepted accounting principles in the United States of America (“GAAP”), Xometry, Inc. (“Xometry”, the “Company”, “we” or “our”) uses Adjusted EBITDA, non-GAAP net income (loss) and non-GAAP Earnings Per Share, basic and diluted, which are considered non-GAAP financial measures, as described below. These non-GAAP financial measures are presented to enhance the user’s overall understanding of Xometry’s financial performance and should not be considered a substitute for, nor superior to, the financial information prepared and presented in accordance with GAAP. The non-GAAP financial measures presented in this release, together with the GAAP financial results, are the primary measures used by the Company’s management and board of directors to understand and evaluate the Company’s financial performance and operating trends, including period-to-period comparisons, because they exclude certain expenses and gains that management believes are not indicative of the Company’s core operating results. Management also uses these measures to prepare and update the Company’s short and long term financial and operational plans, to evaluate investment decisions, and in its discussions with investors, commercial bankers, equity research analysts and other users of the Company’s financial statements. Accordingly, the Company believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating the Company’s operating results in the same manner as the Company’s management and in comparing operating results across periods and to those of Xometry’s peer companies. In addition, from time to time we may present adjusted information (for example, revenue growth) to exclude the impact of certain gains, losses or other changes that affect period-to-period comparability of our operating performance.

The use of non-GAAP financial measures has certain limitations because they do not reflect all items of income and expense, or cash flows, that affect the Company’s financial performance and operations. Additionally, non-GAAP financial measures do not have standardized meanings, and therefore other companies, including peer companies, may use the same or similarly named measures but exclude or include different items or use different computations. Management compensates for these limitations by reconciling these non-GAAP financial measures to their most comparable GAAP financial measures in the tables captioned “Reconciliations of Non-GAAP Financial Measures” included at the end of this release. Investors and others are encouraged to review the Company’s financial information in its entirety and not rely on a single financial measure.

Change in Non-GAAP Financial Measure

Effective January 1, 2026, we revised our definition of Non-GAAP Net Income (Loss) to exclude depreciation expense which had previously been included as an adjustment. Management believes this revised definition provides a more representative view of our core operating performance. All prior-period amounts have been recast to conform to this new definition.

Key Terms for our Key Metrics and Non-GAAP Financial Measures

Marketplace revenue: includes the sale of parts and assemblies on our platform.

Services revenue: includes the sales of marketing and advertising services and, to a lesser extent, financial service products and SaaS-based solutions.

Active Buyers: The Company defines “buyers” as individuals who have placed an order to purchase on-demand parts or assemblies on our marketplace. The Company defines Active Buyers as the number of buyers who have made at least one purchase on our marketplace during the last twelve months.

Active Suppliers: The Company defines “suppliers” as individuals or businesses that have been approved by us to either manufacture a product on our platform for a buyer or have utilized our supplier services, including our digital marketing services, data services, financial services or tools and materials. The Company defines Active Suppliers as suppliers that have used our platform at least once during the last twelve months to manufacture a product.

Percentage of Revenue from Existing Accounts: The Company defines an “account” as an individual entity, such as a sole proprietor with a single buyer or corporate entities with multiple buyers, having purchased at least one part on our marketplace. The Company defines an existing account as an account where at least one buyer has made a purchase on our marketplace.

Accounts with Last Twelve-Month Spend of at Least $50,000: The Company defines Accounts with Last Twelve-Month Spend of at Least $50,000 as an account that has spent at least $50,000 on our marketplace in the most recent twelve-month period.

Adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA): The Company defines Adjusted EBITDA as net loss, adjusted for interest expense, interest and dividend income and other expenses, and certain other non-cash or non-recurring items impacting net loss from time to time, principally comprised of depreciation and amortization, amortization of lease intangible, provision for (benefit from) income taxes, stock-based compensation, payroll tax expense related to stock-based compensation, charitable contributions of common stock, income from unconsolidated joint venture, restructuring charges and acquisition and other adjustments not reflective of the Company’s ongoing business, such as adjustments related to purchase accounting, the revaluation of contingent consideration, transaction costs and executive severance.

Non-GAAP net income (loss): The Company defines non-GAAP net income (loss) as net loss adjusted for stock-based compensation, payroll tax expense related to stock-based compensation, amortization of lease intangible, amortization of deferred costs on convertible notes, charitable contributions of common stock, lease termination, restructuring charges, loss on debt extinguishment, amortization of acquired intangible assets & patents, other amortization and acquisition and other adjustments not reflective of the Company’s ongoing business, such as adjustments related to purchase accounting, the revaluation of contingent consideration, transaction costs and executive severance.

Non-GAAP Earnings Per Share, basic and diluted (Non-GAAP EPS, basic and diluted): The Company calculates non-GAAP earnings per share, basic and diluted as non-GAAP net income (loss) divided by the weighted average number of basic or dilutive shares of common stock outstanding.

Management believes that the exclusion of certain expenses and gains in calculating Adjusted EBITDA, non-GAAP net income (loss) and non-GAAP EPS, basic and diluted, provides a useful measure for period-to-period comparisons of the Company’s underlying core revenue and operating costs that is focused more closely on the current costs necessary to operate the Company’s businesses and reflects its ongoing business in a manner that allows for meaningful analysis of trends. Management also believes that excluding certain non-cash charges can be useful because the amount of such expenses is the result of long-term investment decisions made in previous periods rather than day-to-day operating decisions.

About Xometry

Xometry’s (NASDAQ: XMTR) AI-native marketplace, popular Thomasnet® industrial sourcing platform and suite of cloud-based services are rapidly digitizing the manufacturing industry. Xometry provides manufacturers the critical resources they need to grow their business and streamlines the procurement process for buyers through real-time pricing and lead time data. Learn more at xometry.com and xometry.eu.

Conference Call and Webcast Information

The Company will host a conference call and webcast to discuss the results at 8:30 a.m. ET (5:30 a.m. PT) on August 4, 2026. In addition to its press release announcing its second quarter 2026 financial results, Xometry will release an earnings presentation, which will be available on its investor website at investors.xometry.com.

Xometry, Inc. Second Quarter 2026 Earnings Presentation and Conference Call

•

Tuesday, August 4, 2026

•

8:30 a.m. Eastern / 5:30 a.m. Pacific

•

To access the webcast use the following link: https://register-conf.media-server.com/register

•

You may also visit the Xometry Investor Relations Homepage at investors.xometry.com to listen to a live webcast of the call

Cautionary Information Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which statements involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “would,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential” or “continue” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. Forward-looking statements in this press release include, but are not limited to, our beliefs regarding our financial position and operating performance, including our outlook and guidance for the third quarter of 2026 and the full year 2026; our expectations regarding our growth; and statements regarding our strategies, initiatives, products and platform capabilities. Our expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected, including risks and uncertainties related to: competition, managing our growth, financial performance, our ability to forecast our performance due to our limited operating history, investments in new products or offerings, our ability to attract buyers and sellers to our marketplace, legal proceedings and regulatory matters and developments, any future changes to our business or our financial or operating model, our brand and reputation, and the impact of fluctuations in general macroeconomic conditions, such as fluctuations in inflation and rising interest rates. The forward-looking statements contained in this press release are also subject to other risks and uncertainties that could cause actual results to differ from the results predicted, including those more fully described in our filings with the SEC, including our Annual Report on Form 10-K for the year ended December 31, 2025, our Quarterly Reports on Form 10-Q, and other filings and reports that we may file from time to time with the SEC. All forward-looking statements in this press release are based on information available to Xometry and assumptions and beliefs as of the date hereof, and we disclaim any obligation to update any forward-looking statements, except as required by law.

Investor Contact:

Media Contact:

Shawn Milne

VP Investor Relations

240-335-8132

shawn.milne@xometry.com

Lauran Cacciatori

VP Communications

773-610-0806

lauran.cacciatori@xometry.com

Xometry, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(In thousands, except share and per share data)

(Unaudited)

June 30,

December 31,

2026

2025

Assets

Current assets:

Cash and cash equivalents

21,753

14,996

Marketable securities

494,916

204,145

Accounts receivable, less allowance for credit losses of $8.6 million and $8.0 million as of

June 30, 2026 and December 31, 2025, respectively

130,299

97,370

Inventory

3,878

3,917

Prepaid expenses

8,190

7,262

Other current assets

13,411

6,954

Total current assets

672,447

334,644

Software development and property and equipment, net

79,754

60,631

Operating lease right-of-use assets

10,089

11,132

Investment in unconsolidated joint venture

4,170

4,069

Intangible assets, net

26,954

28,563

Goodwill

263,491

263,801

Other assets

904

880

Total assets

1,057,809

703,720

Liabilities and stockholders’ equity

Current liabilities:

Accounts payable and accrued cost of revenue

70,620

44,612

Other accrued expenses

36,817

31,669

Contract liabilities

13,528

10,319

Income taxes payable

273

269

Convertible notes, current portion

85,482

—

Operating lease liabilities, current portion

2,523

2,067

Total current liabilities

209,243

88,936

Convertible notes, net of current portion

243,174

327,514

Operating lease liabilities, net of current portion

8,590

9,841

Deferred income taxes

133

145

Other liabilities

493

547

Total liabilities

461,633

426,983

Commitments and contingencies

Stockholders’ equity

Preferred stock, $0.000001 par value. Authorized; 50,000,000 shares; zero shares issued

and outstanding as of June 30, 2026 and December 31, 2025

—

Class A common stock, $0.000001 par value. Authorized; 750,000,000 shares; 55,562,067

shares and 49,842,220 shares issued and outstanding as of June 30, 2026 and December

31, 2025, respectively

—

Class B common stock, $0.000001 par value. Authorized; 5,000,000 shares; 1,475,311

shares issued and outstanding as of June 30, 2026 and December 31, 2025

—

Additional paid-in capital

1,041,497

710,925

Treasury stock, at cost, 220,994 shares as of June 30, 2026 and December 31, 2025

(8,080

)

(8,080

)

Accumulated other comprehensive income

4,202

4,772

Accumulated deficit

(442,596

)

(432,016

)

Total stockholders’ equity

595,023

275,601

Noncontrolling interest

1,153

1,136

Total equity

596,176

276,737

Total liabilities and stockholders’ equity

1,057,809

703,720

Xometry, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations and Comprehensive Loss

(In thousands, except share and per share amounts)

(Unaudited)

Three Months Ended

June 30,

Six Months Ended

June 30,

2026

2025

2026

2025

Revenue

229,280

162,547

434,419

313,518

Cost of revenue

142,127

97,371

268,777

192,011

Gross profit

87,153

65,176

165,642

121,507

Operating expenses

Sales and marketing

33,586

29,781

65,553

56,216

Operations and support

21,409

17,732

41,068

34,822

Product development

12,980

11,008

24,408

22,179

General and administrative

24,723

16,945

45,376

33,971

Total operating expenses

92,698

75,466

176,405

147,188

Loss from operations

(5,545

)

(10,290

)

(10,763

)

(25,681

)

Other (expenses) income

Interest expense

(1,258

)

(1,182

)

(2,517

)

(2,370

)

Interest and dividend income

2,597

2,174

4,382

4,451

Other expenses

(1,009

)

(17,365

)

(1,473

)

(18,245

)

Income from unconsolidated joint venture

255

218

401

324

Total other income (expenses)

585

(16,155

)

793

(15,840

)

Loss before income taxes

(4,960

)

(26,445

)

(9,970

)

(41,521

)

(Provision) benefit for income taxes

(354

)

(602

)

Net loss

(5,314

)

(26,437

)

(10,572

)

(41,513

)

Net (loss) income attributable to noncontrolling interest

)

Net loss attributable to common stockholders

(5,313

)

(26,434

)

(10,580

)

(41,512

)

Net loss per share, basic and diluted, of Class A and Class B common stock

(0.10

)

(0.52

)

(0.20

)

(0.82

)

Weighted-average number of shares outstanding used to compute net loss per share, basic and diluted, of Class A and Class B common stock

54,220,463

50,699,914

53,072,865

50,518,492

Net loss

(5,314

)

(26,437

)

(10,572

)

(41,513

)

Comprehensive loss:

Foreign currency translation

130

3,066

(561

)

4,586

Total other comprehensive income (loss)

130

3,066

(561

)

4,586

Comprehensive loss

(5,184

)

(23,371

)

(11,133

)

(36,927

)

Comprehensive income (loss) attributable to noncontrolling interest

(13

)

(24

)

Total comprehensive loss attributable to common stockholders

(5,188

)

(23,358

)

(11,150

)

(36,903

)

Xometry, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

Six Months Ended

June 30,

2026

2025

Cash flows from operating activities:

Net loss

(10,572

)

(41,513

)

Adjustments to reconcile net loss to net cash used in operating activities:

Depreciation and amortization

10,767

8,741

Reduction in carrying amount of right-of-use asset

1,175

2,212

Lease termination

—

(30

)

Stock-based compensation

19,673

15,237

Income from unconsolidated joint venture

(101

)

(90

)

Donation of common stock

2,637

1,130

Loss on debt extinguishment

—

16,430

Amortization of deferred costs on convertible notes

1,142

937

Deferred tax benefit

(12

)

(23

)

Changes in other assets and liabilities:

Accounts receivable, net

(33,314

)

(13,505

)

Inventory

(23

)

(572

)

Prepaid expenses

(935

)

(118

)

Other assets

(6,356

)

(59

)

Accounts payable and accrued cost of revenue

25,658

6,361

Other accrued expenses

5,520

1,994

Contract liabilities

3,263

2,050

Lease liabilities

(930

)

(3,170

)

Other liabilities

(54

)

(22

)

Income taxes payable

(108

)

Net cash provided by (used in) operating activities

17,542

(4,118

)

Cash flows from investing activities:

Purchases of marketable securities

(326,771

)

(4,438

)

Proceeds from sale of marketable securities

36,000

13,000

Capitalization of software development and purchases of property and equipment

(23,960

)

(12,462

)

Distributions in excess of earnings

—

Net cash used in investing activities

(314,731

)

(3,834

)

Cash flows from financing activities:

Proceeds from issuance of convertible notes

—

250,000

Costs incurred in connection with issuance of convertible notes

—

(7,822

)

Payments for repurchase of convertible notes

—

(215,992

)

Purchase of capped calls

—

(17,475

)

Purchase of treasury stock

—

(8,080

)

Proceeds from stock options exercised

5,896

1,415

Proceeds from issuance of common stock, net of underwriters' discount

248,400

—

Payment of costs related to issuance of common stock

(315

)

—

Proceeds from issuance of common stock under Siemens agreement

50,000

—

Net cash provided by financing activities

303,981

2,046

Effect of foreign currency translation on cash and cash equivalents

(35

)

425

Net increase (decrease) in cash and cash equivalents

6,757

(5,481

)

Cash and cash equivalents at beginning of the period

14,996

22,232

Cash and cash equivalents at end of the period

21,753

16,751

Supplemental cash flow information:

Cash paid for interest

1,367

2,171

Cash paid for income taxes

562

—

Non-cash investing and financing activities:

Stock-based compensation included in capitalized software development costs

4,733

—

Non-cash consideration in connection with business combination

—

625

Non-cash costs incurred in connection with the issuance of convertible notes

—

791

Non-cash purchase of property and equipment

—

Non-cash costs associated with common stock offering

452

—

Xometry, Inc. and Subsidiaries

Reconciliations of Non-GAAP Financial Measures

(In thousands, except share and per share amounts)

(Unaudited)

For the Three Months

Ended June 30,

For the Six Months

Ended June 30,

2026

2025

2026

2025

Adjusted EBITDA:

Net loss

(5,314

)

(26,437

)

(10,572

)

(41,513

)

Add (deduct):

Interest expense, interest and dividend income and other expenses

(330

)

16,373

(392

)

16,164

Depreciation and amortization(1)

5,836

4,495

10,767

8,741

Amortization of lease intangible

—

180

—

360

Provision (benefit) for income taxes

354

)

602

)

Stock-based compensation(2)

11,346

7,895

19,673

15,237

Payroll tax expense related to stock-based compensation

459

261

2,064

1,734

Acquisition and other(3)

281

676

281

927

Charitable contribution of common stock

1,811

614

2,637

1,130

Income from unconsolidated joint venture

(255

)

(218

)

(401

)

(324

)

Restructuring charges(4)

(45

)

(30

)

1,556

Adjusted EBITDA

14,143

3,926

24,629

4,004

For the Three Months

Ended June 30,

For the Six Months

Ended June 30,

2026

2025

2026

2025

Non-GAAP Net Income (Loss):

Net loss

(5,314

)

(26,437

)

(10,572

)

(41,513

)

Add (deduct):

Stock-based compensation(2)

11,346

7,895

19,673

15,237

Payroll tax expense related to stock-based compensation

459

261

2,064

1,734

Amortization of lease intangible

—

180

—

360

Amortization of deferred costs on convertible notes

571

472

1,142

937

Acquisition and other(3)

281

676

281

927

Charitable contribution of common stock

1,811

614

2,637

1,130

Lease termination

—

(30

)

Restructuring charges(4)

(45

)

(30

)

1,556

Loss on debt extinguishment

—

16,430

—

16,430

Amortization of acquired intangible assets & patents(5)

804

803

1,607

Other amortization(5)

—

179

Non-GAAP Net Income (Loss)

9,913

1,076

16,802

(1,446

)

Adjustments to numerator

540

1,080

—

Weighted-average number of shares outstanding used to compute Non-GAAP Net Income (Loss) per share, basic and diluted, of Class A and Class B common stock

54,220,463

50,699,914

53,072,865

50,518,492

Non-GAAP effect of potentially dilutive Class A common stock

9,976,791

3,447,896

9,806,126

—

Non-GAAP weighted-average shares used to compute Non-GAAP Net Income (Loss) per share, diluted

64,197,254

54,147,810

62,878,991

50,518,492

EPS, basic and diluted, of Class A and Class B common stock

(0.10

)

(0.52

)

(0.20

)

(0.82

)

Non-GAAP EPS basic, of Class A and Class B common stock

0.18

0.02

0.32

(0.03

)

Non-GAAP EPS diluted, of Class A and Class B common stock

0.16

0.02

0.28

(0.03

)

(1)

Represents depreciation expense of the Company’s long-lived tangible assets and amortization expense of its finite-lived intangible assets, as included in the Company’s GAAP results of operations.

(2)

Represents the non-cash expense related to stock-based awards granted to employees, as included in the Company’s GAAP results of operations.

(3)

Includes adjustments related to purchase accounting, the revaluation of contingent consideration, transaction costs and executive severance.

(4)

Costs associated with the 2025 reduction in workforce.

(5)

In the first quarter of 2026, we changed the definition of Non-GAAP Net Income (Loss) to exclude depreciation expense. Prior period amounts were recast to conform to the new definition.

Xometry, Inc. and Subsidiaries

Reconciliation of GAAP EPS to Non-GAAP EPS

(Unaudited)

For the Three Months

Ended June 30,

For the Six Months

Ended June 30,

2026

2025

2026

2025

Non-GAAP EPS:

GAAP EPS, diluted, of Class A and Class B common stock

(0.10

)

(0.52

)

(0.20

)

(0.82

)

Non-GAAP effect of potentially dilutive Class A common stock

0.02

0.05

—

Add (deduct):

Stock-based compensation

0.18

0.15

0.31

0.30

Payroll tax expense related to stock-based compensation

0.01

—

0.03

Amortization of lease intangible

—

0.01

Amortization of deferred costs on convertible notes

0.01

0.02

Acquisition and other

—

0.01

—

0.02

Charitable contribution of common stock

0.03

0.01

0.04

0.02

Restructuring charges

—

0.03

Loss on debt extinguishment

—

0.30

—

0.33

Amortization of acquired intangible assets & patents

0.01

0.03

Non-GAAP EPS, diluted, of Class A and Class B common stock

0.16

0.02

0.28

(0.03

)

Xometry, Inc. and Subsidiaries

Segment Results

(In thousands)

(Unaudited)

For the Three Months

Ended June 30,

For the Six Months

Ended June 30,

2026

2025

2026

2025

Segment Revenue:

U.S.

194,749

135,733

366,966

263,553

International

34,531

26,814

67,453

49,965

Total revenue

229,280

162,547

434,419

313,518

Segment Cost of Revenue:

U.S.

121,224

80,968

227,286

160,908

International

20,903

16,403

41,491

31,103

Total cost of revenue

142,127

97,371

268,777

192,011

Segment Adjusted EBITDA:

U.S.

17,464

6,875

30,750

9,885

International

(3,321

)

(2,949

)

(6,121

)

(5,881

)

Total Adjusted EBITDA

14,143

3,926

24,629

4,004

Xometry, Inc. and Subsidiaries

Supplemental Information

(In thousands)

(Unaudited)

For the Three Months

Ended June 30,

For the Six Months

Ended June 30,

2026

2025

2026

2025

Summary of Stock-based Compensation Expense and Payroll Taxes Related to Stock-Based Compensation Expense

Sales and marketing

2,502

2,256

4,507

4,639

Operations and support

2,931

2,758

5,713

5,737

Product development

1,635

1,812

2,786

3,828

General and administrative

4,737

1,330

8,731

2,767

Total stock-based compensation expense and payroll taxes related to stock-based compensation

11,805

8,156

21,737

16,971

Summary of Depreciation and Amortization Expense

Cost of revenue

182

185

358

366

Sales and marketing

785

792

1,580

1,586

Operations and support

Product development

4,703

3,144

8,293

6,137

General and administrative

130

331

467

570

Total depreciation and amortization expense

5,836

4,495

10,767

8,741

Summary of Restructuring Charges

Sales and marketing

—

Operations and support

137

826

Product development

—

(35

)

499

General and administrative

(47

)

(11

)

(34

)

142

Total restructuring charges

(45

)

(30

)

1,556

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