SEC Filing | Xometry, Inc.

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

HORNIG GEORGE

(Last)

(First)

(Middle)

7529 STANDISH PLACE

SUITE 200

(Street)

DERWOOD

20855

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/29/2021

3. Issuer Name and Ticker or Trading Symbol
Xometry, Inc. [ XMTR ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	⁽¹⁾	03/27/2031	Common Stock	30,000	12.32	D
Series Seed-1 Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	100,000	⁽²⁾	D
Series Seed-2 Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	14,234	⁽²⁾	D
Series A-1 Preferred Stock	⁽²⁾	⁽²⁾	Common Stock	13,691	⁽²⁾	D

Explanation of Responses:

1. One quarter (1/4) of the shares shall vest on January 1, 2022, and thereafter, the remainder of the shares shall vest in 36 equal monthly installments, subject to the Reporting Person's continuous service.

2. Each share of Series Seed-1 Preferred Stock, Series Seed-2 Preferred Stock, and Series A-1 Preferred Stock is convertible at any time at the option of the holder, without payment of additional consideration, into Common Stock, on a one-for-one basis, has no expiration date and is expected to automatically convert into shares of Class A Common Stock immediately prior to the closing of the Issuer's initial public offering.

Remarks:

Exhibit List -- Exhibit 24 -- Power of Attorney

	/s/ Dorothy Vinsky, Attorney-in-Fact	06/29/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

POWER OF ATTORNEY

(For Executing Form ID and Forms 3, 4 and 5)

Know all by these presents, that the undersigned hereby constitutes and appoints
each of
Sam Lipson, Dennis Craig II and Dorothy Vinsky ofCooley LLP, and Kristie Scott
and James
Rallo ofXometry, Inc. (the "Company"), signing individually, the undersigned's
true and lawful
attorneys-in-fact and agents to:

(1) Prepare, execute in the undersigned's name and on the undersigned's behalf,
and
submit to the Securities and Exchange Commission (the "SEC"), a Form ID and
Forms 3, 4 and
5 (including amendments thereto and joint filing agreements in connection
therewith) in
accordance with Section 16 ofthe Securities Exchange Act of 1934, as amended
(the "Exchange
Act"), and the rules thereunder, in the undersigned's capacity as an officer,
director or beneficial
owner ofmore than 10% ofa registered class of securities ofthe Company;
(2) Do and perform any and all acts for and on behalfofthe undersigned that may
be
necessary or desirable to prepare and execute any such Form ID and Forms 3, 4 or
5 (including
amendments thereto and joint filing agreements in connection therewith) and file
such forms
with the SEC and any stock exchange, self-regulatory association or any similar
authority; and
(3) Take any other action ofany type whatsoever in connection with the foregoing
that, in
the opinion ofsuch attorney-in-fact, may be ofbenefit to, in the best interest
of, or legally
required ofthe undersigned, it being understood that the documents executed by
the attorney-infact
on behalf ofthe undersigned pursuant to this Power ofAttorney shall be in such
form and
shall contain such terms and conditions as the attorney-in-fact may approve in
the attorney-infact's discretion.

The undersigned hereby grants to each such attorney in fact full power and
authority to
do and perform any and every act and thing whatsoever requisite necessa1y or
proper to be done
in the exercise of any of the rights and powers herein granted, as fully to all
intents and purposes
as the undersigned might or could do if personally present with full power of
substitution or
revocation hereby ratifying and confirming all that such attorney in fact, or
such attorney in
fact s substitute or ubstitutes, shall lawfully do or cause to be done by vittue
of this power of
attorney and the rights and powers herein granted. The undersigned acknowledges
that the
foregoing attorneys-in-fact, and their substitutes in serving in such capacity
at the request of the
undersigned are not assuming (nor is the Company assuming) any of the
undersigned s
responsibilities to comply with Section 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the earliest
to occur of

(a) the undersigned is no longer required to file Forms 3, 4 and 5 with respect
to the
undersigned's holdings of and transactions in securities issued by the Company
(b) revocation
by the undersigned in a signed writing delivered to the Company and the
foregoing attorneys-in
fact or (c) as to any attorney-in-fact individually until such attorney-in-fact
is no longer
employed by the Company or employed by or a partner at Cooley LLP or another law
firm
representing the Company, as applicable.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of June 24, 2021.

By: /s/ George Hornig

George Hornig

2

Signature of Authorized Person: _______________________
Printed Name of Signature: _________________________
Title ofPerson Signing: __________________________

Notary Signature & Seal to be Placed Here: /s/ Caroline M OKeefe


CAROLINE M OKEEFE
Notary Public State of New York
MO 01OK6415657
Qualified In New York County
My Commission Expires Mar 22 2025