Xometry Inc-A美股招股说明书(2026-06-01版)

Preliminary Prospectus Supplement (To Prospectus dated June1, 2026) $225,000,000 Xometry, Inc. ClassA Common Stock We are offering $225,000,000 of shares of our ClassA common stock. Our ClassA common stock is traded on the Nasdaq Global Select Market under the symbol “XMTR.” On May29, 2026,the last reported sale price of our ClassA common stock on the Nasdaq Global Select Market was $95.29 per share. The finalpublic offering price will be determined through negotiation between us and the lead underwriters in the offering and the recentmarket price used throughout this prospectus supplement may not be indicative of the actual offering price. PershareTotalPublic offering price$$Underwriting discounts and commissions(1)$$Proceeds to Xometry, Inc., before expenses$$ (1)See “Underwriting” for a description of the compensation payable to the underwriters. We have granted the underwriters an option to purchase up to an additional $33,750,000 of shares of ClassA commonstock from us at the public offering price, less underwriting discounts and commissions, within 30 days from the date of thisprospectus supplement. See “Underwriting” for more information. Investing in our ClassA common stock involves a high degree of risk. See “Risk Factors”beginning on page S-4 of this prospectus supplement. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapprovedof these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete.Any representation to the contrary is a criminal offense. The underwriters expect to deliver the shares to purchasers on or about, 2026. Joint Book-Running Managers Goldman Sachs& Co. LLC J.P. Morgan Table of Contents TABLE OF CONTENTS Prospectus Supplement About This Prospectus SupplementProspectus Supplement SummaryThe OfferingRisk FactorsSpecial Note Regarding Forward-Looking StatementsUse of ProceedsDilutionMaterial U.S. Federal Income Tax Consequences to Non-U.S. HoldersUnderwritingLegal MattersExpertsWhere You Can Find More InformationIncorporation of Certain Information by Reference TABLE OF CONTENTS Prospectus About This ProspectusProspectus SummaryRisk FactorsSpecial Note Regarding Forward-Looking StatementsUse of ProceedsDescription of Capital StockDescription of Debt SecuritiesDescription of WarrantsLegal Ownership of SecuritiesSelling SecurityholdersPlan of DistributionLegal MattersExpertsWhere You Can Find More InformationIncorporation of Certain Information By Reference Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT This document is in two parts. The first part is this prospectus supplement, which describes the terms of this offering of ClassA common stockand also adds to and updates information contained in the accompanying prospectus and the documents incorporated by reference into this prospectussupplement and the accompanying prospectus. The second part, the accompanying prospectus, including the documents incorporated by referencetherein, provides more general information, some of which may not apply to this offering. To the extent there is a conflict between the information contained in this prospectus supplement, on the one hand, and the information containedin the accompanying prospectus or in any document incorporated by reference that was filed with the Securities and Exchange Commission, or the SEC,before the date of this prospectus supplement, on the other hand, you should rely on the information in this prospectus supplement. If any statement inone of these documents is inconsistent with a statement in another document having a later date-for example, a document incorporated by reference inthe accompanying prospectus-the statement in the document having the later date modifies or supersedes the earlier statement. Neither we nor the underwriters have authorized anyone to provide any information other than that contained or incorporated by reference in thisprospectus supplement, the accompanying prospectus or in any free writing prospectus that we have authorized for use in connection with this offering.We and the underwriters take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you.The information contained in this prospectus supplement, the accompanying prospectus, any free writing prospectus that we have authorized for use inconnection with this offering, including the documents incorporated by reference herein or therein, is accurate only as of the respective dates thereof,regardless of the time of delivery of this prospectus supplement and the accompanying prospectus or of any sale of our ClassA common stock. It isimportant for you to read and consider all information contained in this prospectus supplement, the accompanying prospectus and any free writingprospectus that we have authorized for use in connection with this offering, including the documents incorporated by ref