Xometry Inc (NASDAQ: XMTR), an AI-native manufacturing marketplace, experienced a sharp premarket decline after announcing a new public equity sale. Shares fell 9.4% in premarket trading following the firm’s filing for a $225 million offering of Class A common stock priced at $85 per share.
The company said it will offer 2,647,059 shares of its Class A common stock. In addition, Xometry granted the underwriters a 30-day option to buy up to an additional 397,058 shares at the public offering price, minus underwriting discounts and commissions.
The offering is projected to close on June 3, 2026, and is subject to customary closing conditions. Xometry stated that the net proceeds from the sale will be used for working capital and general corporate purposes.
Banking firms serving as joint book-running managers for the transaction are J.P. Morgan and Goldman Sachs & Co. LLC. William Blair, Citizens Capital Markets and Cantor are also acting as book-running managers, while Craig-Hallum is listed as a co-manager.
The stock’s decline is consistent with a common market response to equity offerings that expand the share count and thereby dilute existing shareholders’ percentage ownership. The price reaction in premarket trading reflects investor sensitivity to dilution and the immediate impact of a sizable issuance on supply-and-demand dynamics for the stock.
Key transactional facts are straightforward: the offering size is $225 million at $85 per share for 2,647,059 shares, with an underwriters’ 30-day greenshoe of up to 397,058 shares, and an expected close date of June 3, 2026, subject to usual conditions. The stated use of proceeds is for working capital and general corporate purposes; no other allocations or targets were specified.
Because the offering remains subject to customary closing conditions, the transaction is not yet final until those conditions are satisfied. The presence of a greenshoe option means the total potential dilution could be higher if underwriters exercise their right to purchase the additional shares within the allotted 30-day window.
Summary
Xometry announced a $225 million Class A common stock offering priced at $85 per share, prompting a 9.4% premarket drop. The firm will offer 2,647,059 shares and granted underwriters a 30-day option for up to 397,058 additional shares. The deal is expected to close on June 3, 2026, and net proceeds will be used for working capital and general corporate purposes.