Sec Form 4 Filing - Highland Leaders Fund I, L.P. @ Xometry, Inc. - 2021-07-02

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Highland Leaders Fund I, L.P. 2. Issuer Name and Ticker or Trading Symbol Xometry, Inc. [ XMTR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) ONE BROADWAY, 16TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 07/02/2021 (Street) CAMBRIDGE, MA02142 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 07/02/2021 C 481,428 A $ 0 ( 1 ) 481,428 I See Footnote ( 2 ) Class A Common Stock 07/02/2021 C 5,497,365 A $ 0 ( 1 ) 5,497,365 I See Footnote ( 3 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Series Seed-1 Preferred Stock ( 1 ) 07/02/2021 C 129,859 ( 1 ) ( 1 ) Class A Common Stock 129,859 $ 0 ( 1 ) 0 I See Footnote ( 2 ) Series Seed-1 Preferred Stock ( 1 ) 07/02/2021 C 28,058 ( 1 ) ( 1 ) Class A Common Stock 28,058 $ 0 ( 1 ) 0 I See Footnote ( 4 ) Series Seed-2 Preferred Stock ( 1 ) 07/02/2021 C 57,132 ( 1 ) ( 1 ) Class A Common Stock 57,132 $ 0 ( 1 ) 0 I See Footnote ( 2 ) Series Seed-2 Preferred Stock ( 1 ) 07/02/2021 C 12,344 ( 1 ) ( 1 ) Class A Common Stock 12,344 $ 0 ( 1 ) 0 I See Footnote ( 5 ) Series A-1 Preferred Stock ( 1 ) 07/02/2021 C 3,636,868 ( 1 ) ( 1 ) Class A Common Stock 3,636,868 $ 0 ( 1 ) 0 I See Footnote ( 6 ) Series A-2 Preferred Stock ( 1 ) 07/02/2021 C 73,997 ( 1 ) ( 1 ) Class A Common Stock 73,997 $ 0 ( 1 ) 0 I See Footnote ( 2 ) Series A-2 Preferred Stock ( 1 ) 07/02/2021 C 334,214 ( 1 ) ( 1 ) Class A Common Stock 334,214 $ 0 ( 1 ) 0 I See Footnote ( 7 ) Series B Preferred Stock ( 1 ) 07/02/2021 C 25,400 ( 1 ) ( 1 ) Class A Common Stock 25,400 $ 0 ( 1 ) 0 I See Footnote ( 2 ) Series B Preferred Stock ( 1 ) 07/02/2021 C 668,746 ( 1 ) ( 1 ) Class A Common Stock 668,746 $ 0 ( 1 ) 0 I See Footnote ( 8 ) Series C Preferred Stock ( 1 ) 07/02/2021 C 26,397 ( 1 ) ( 1 ) Class A Common Stock 26,397 $ 0 ( 1 ) 0 I See Footnote ( 2 ) Series C Preferred Stock ( 1 ) 07/02/2021 C 381,123 ( 1 ) ( 1 ) Class A Common Stock 381,123 $ 0 ( 1 ) 0 I See Footnote ( 9 ) Series D Preferred Stock ( 1 ) 07/02/2021 C 20,486 ( 1 ) ( 1 ) Class A Common Stock 20,486 $ 0 ( 1 ) 0 I See Footnote ( 2 ) Series D Preferred Stock ( 1 ) 07/02/2021 C 403,999 ( 1 ) ( 1 ) Class A Common Stock 403,999 $ 0 ( 1 ) 0 I See Footnote ( 10 ) Series E Preferred Stock ( 1 ) 07/02/2021 C 148,157 ( 1 ) ( 1 ) Class A Common Stock 148,157 $ 0 ( 1 ) 0 I See Footnote ( 2 ) Series E Preferred Stock ( 1 ) 07/02/2021 C 32,013 ( 1 ) ( 1 ) Class A Common Stock 32,013 $ 0 ( 1 ) 0 I See Footnote ( 11 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Highland Leaders Fund I, L.P. ONE BROADWAY 16TH FLOOR CAMBRIDGE, MA02142 X Highland Capital Partners 9 Limited Partnership ONE BROADWAY 16TH FLOOR CAMBRIDGE, MA02142 X Highland Capital Partners 9-B Limited Partnership ONE BROADWAY 16TH FLOOR CAMBRIDGE, MA02142 X Highland Management Partners 9 LLC ONE BROADWAY 16TH FLOOR CAMBRIDGE, MA02142 X HIghland Management Partners 9 Limited Partnership ONE BROADWAY 16TH FLOOR CAMBRIDGE, MA02142 X Highland Entrepreneurs' Fund 9 Limited Partnership ONE BROADWAY 16TH FLOOR CAMBRIDGE, MA02142 X Highland Leaders Fund I GP, L.P. ONE BROADWAY 16TH FLOOR CAMBRIDGE, MA02142 X Highland Leaders Fund I GP, LLC ONE BROADWAY 16TH FLOOR CAMBRIDGE, MA02142 X Signatures Jessica Healey, Authorized Officer of Highland Leaders Fund I GP, LLC, the general partner of Highland Leaders Fund I GP, L.P., the general partner of Highland Leaders Fund I, L.P. 07/07/2021 Signature of Reporting Person Date Jessica Healey, Authorized Officer of Highland Management Partners 9 LLC, the general partner of Highland Management Partners 9 Limited Partnership, the general partner of Highland Capital Partners 9 Limited Partnership 07/07/2021 Signature of Reporting Person Date Jessica Healey, Authorized Officer of Highland Management Partners 9 LLC, the general partner of Highland Management Partners 9 Limited Partnership, the general partner of Highland Capital Partners 9-B Limited Partnership 07/07/2021 Signature of Reporting Person Date Jessica Healey, Authorized Officer of Highland Management Partners 9 LLC 07/07/2021 Signature of Reporting Person Date Jessica Healey, Authorized Officer of Highland Management Partners 9 LLC, the general partner of Highland Management Partners 9 Limited Partnership 07/07/2021 Signature of Reporting Person Date Jessica Healey, Authorized Officer of Highland Management Partners 9 LLC, the general partner of Highland Management Partners 9 Limited Partnership, the general partner of Highland Entrepreneurs' Fund 9 Limited Partnership 07/07/2021 Signature of Reporting Person Date Jessica Healey, Authorized Officer of Highland Leaders Fund I GP, LLC, the general partner of Highland Leaders Fund I GP, L.P. 07/07/2021 Signature of Reporting Person Date Jessica Healey, Authorized Officer of Highland Leaders Fund I GP, LLC 07/07/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each share of Series Seed-1 Preferred Stock, Series Seed-2 Preferred Stock, Series A-1 Preferred Stock, Series A-2 Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, and Series E Preferred Stock automatically converted, without payment of additional consideration, into Class A Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date. ( 2 )These shares are held of record by Highland Leaders Fund I, L.P. ("HLF I"). The general partner of HLF I is Highland Leaders Fund I GP, L.P. ("HLF I GP LP"), whose general partner is Highland Leaders Fund I GP, LLC ("HLF I GP LLC"). Robert Davis, Dan Nova, Paul Maeder, Corey Mulloy and Craig Driscoll (the "HLF I GP Managing Members") are the managing members of HLF I GP LLC and may be deemed to have voting and dispositive power over the shares held by HLF I. Each of HLF I GP LP, HLF I GP LLC, and the HLF I GP Managing Members disclaims beneficial ownership of the securities reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported herein. Mr. Driscoll is a director of the Issuer and files separate Section 16 reports. ( 3 )Includes 3,621,393 shares held by Highland Capital Partners 9 LP ("HCP9"), 1,559,876 shares held by Highland Capital Partners 9-B LP ("HCP9B") and 316,096 shares held by Highland Entrepreneurs' Fund 9 LP ("HEF9"). The general partner of each of HCP9, HCP9B and HEF9 is Highland Management Partners 9 LP ("LP"), whose GP is Highland Management Partners 9 LLC ("LLC"). Robert Davis, Dan Nova, Paul Maeder and Corey Mulloy ("Managing Members") are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein. ( 4 )Includes 18,484 shares held by HCP9, 7,961 shares held by HCP9B and 1,613 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein. ( 5 )Includes 8,131 shares held by HCP9, 3,503 shares held by HCP9B and 710 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of the LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein. ( 6 )Includes 2,395,787 shares held by HCP9, 1,031,961 shares held by HCP9B and 209,120 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein. ( 7 )Includes 220,163 shares held by HCP9, 94,834 shares held by HCP9B and 19,217 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein. ( 8 )Includes 440,537 shares held by HCP9, 189,756 shares held by HCP9B and 38,453 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein. ( 9 )Includes 251,067 shares held by HCP9, 108,143 shares held by HCP9B and 21,913 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein. ( 10 )Includes 266,136 shares held by HCP9, 114,634 shares held by HCP9B and 23,229 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein. ( 11 )Includes 21,088 shares held by HCP9, 9,084 shares held by HCP9B and 1,841 shares held by HEF9. The general partner of each of HCP9, HCP9B and HEF9 is LP, whose general partner is LLC. Managing Members are the managing members of LLC and may be deemed to have voting and dispositive power over shares held by each of HCP9, HCP9B and HEF9. Each of LP, LLC, and the Managing Members disclaims beneficial ownership of the shares reported herein, except to the extent of their respective pecuniary interests therein, if any, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported therein.

Remarks: HLF I GP LP, HLF I GP LLC, HCP9, HCP9B, LP and LLC (the "Applicable Entities"), each Reporting Persons on this Form 4 together with HLF I and HEF9, were not listed as Reporting Persons on the Form 3 filed by HLF I and HEF9 on July 1, 2021 (the "Form 3") due to the inability to update or obtain, as applicable, their respective EDGAR access codes by the time the Form 3 was filed; however, such Applicable Entities signed the Form 3 and were intended to be treated as "Reporting Persons" thereunder.

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 4(b)(v).

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