MKFG on NYSE

Markforged

American manufacturer of 3D printers

Markforged Holding Corporation is an American public additive manufacturing company that designs, develops, and manufactures The Digital Forge — an industrial platform of 3D printers, software and materials that enables manufacturers to print parts at the point-of-need. The company is headquartered in Waltham, Massachusetts, in the Greater Boston Area. Markforged was founded by Gregory Mark and the chief technology officer (CTO) David Benhaim in 2013.3 Its shares trade on NYSE under the symbol MKFG.1 Wikipedia text CC BY-SA 4.0

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Last updated Oct 21, 2026.

Overview

2013Founded1

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  • TickerMKFG on NYSE1
  • Industry3D printing1
  • HeadquartersWatertown1
  • Founded inWatertown1
  • Websitemarkforged.com
  • Business address60 Tower Road, Waltham, Ma 024515
  • Filer categoryNon-accelerated filer, Smaller reporting company, Emerging growth company5
  • Legal formCorporation4
  • LEI5299003Q0QNVMAQW9K214
  • StatusActive4
  • LEI statusLapsed (not renewed)4
  • Registered addressc/o VCORP SERVICES, LLC, 108 W. 13TH STREET SUITE 100, 19801 Wilmington, United States4
  • Registered withDivision of Corporations, Department of State, 60748554
Markforged Waltham HQ September 2025 2
Photo: 4300streetcar, CC BY 4.0, via Wikimedia Commons8

Markforged Holding Corporation is an American public additive manufacturing company that designs, develops, and manufactures The Digital Forge — an industrial platform of 3D printers, software and materials that enables manufacturers to print parts at the point-of-need. The company is headquartered in Waltham, Massachusetts, in the Greater Boston Area. Markforged was founded by Gregory Mark and the chief technology officer (CTO) David Benhaim in 2013. It produced the first 3D printers capable of printing continuous carbon fiber reinforcement and utilizes a cloud architecture.3

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2024

48.3%Gross margin9
-101.9%Operating margin9
-100.6%Net margin9
-9.3%Revenue growth, 20249
-98.9%Return on equity9
-$62.7MFree cash flow9

Where the money goes

Where each dollar of revenue went, fiscal 2024

  • Cost of revenue52¢$44.0M
  • Research and development38¢$32.4M
  • Other costs8¢$6.5M
  • Interest1¢$848.0K
  • Income tax1¢$1.2M

Out of $85.1M in revenue.9 The company lost money this year.

Financial statements

Revenue1011129$85.1M in 2024+18% since 2020
0$50.0M$100.0M$150.0M2020: $71.9M$71.9M20202021: $91.2M$91.2M2021+27%2022: $101.0M$101.0M2022+11%2023: $93.8M$93.8M2023−7%2024: $85.1M$85.1M2024−9%
Gross profit1011129$41.1M in 2024−2% since 2020
0$20.0M$40.0M$60.0M2020: $41.9M$41.9M20202021: $52.9M$52.9M2021+26%2022: $50.7M$50.7M2022−4%2023: $44.4M$44.4M2023−12%2024: $41.1M$41.1M2024−8%
Operating income1011129-$86.7M in 2024+389% since 2020
-$150.0M-$100.0M-$50.0M02020: -$17.7M-$17.7M20202021: -$61.0M-$61.0M2021+244%2022: -$87.1M-$87.1M2022+43%2023: -$111.4M-$111.4M2023+28%2024: -$86.7M-$86.7M2024−22%
Net income1011129-$85.6M in 2024+376% since 2020
-$150.0M-$100.0M-$50.0M0$50.0M2020: -$18.0M-$18.0M20202021: $3.9M$3.9M20212022: -$25.4M-$25.4M20222023: -$103.6M-$103.6M2023+308%2024: -$85.6M-$85.6M2024−17%
Fiscal year201920202021202220232024
Revenue$71.9M10$91.2M11$101.0M12$93.8M9$85.1M9
Cost of revenue$29.9M10$38.4M11$50.3M12$49.4M9$44.0M9
Gross profit$41.9M10$52.9M11$50.7M12$44.4M9$41.1M9
Research and development$17.2M10$32.2M11$42.4M12$40.7M9$32.4M9
Operating expenses$113.9M11$137.8M12$155.8M9$127.7M9
Operating income-$17.7M10-$61.0M11-$87.1M12-$111.4M9-$86.7M9
Interest$98.0K10$16.0K11$11.0K12$373.0K9$848.0K9
Income before tax$3.9M11-$25.8M12-$104.2M9-$86.8M9
Income tax$111.0K10$56.0K11-$418.0K12-$586.0K9-$1.2M9
Net income-$18.0M10$3.9M11-$25.4M12-$103.6M9-$85.6M9
Earnings per share-$0.4910$0.0411-$0.1312-$5.269-$4.229
Earnings per share (diluted)-$0.4910$0.0311-$0.1312-$5.269-$4.229
Shares (weighted, basic)108.1M shares11189.7M shares1219.7M shares920.3M shares9
Shares (weighted, diluted)114.0M shares11189.7M shares1219.7M shares920.3M shares9

Compare Markforged with another company

Corporate structure

Markforged sits at the top of its group. 8 entities, 7 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Markforged

  • Markforged Waltham, Massachusetts, United States
    • Markforged Canada 3D Printing Inc. Subsidiary · Canada
    • Markforged Ireland Services 3D Printing Limited Subsidiary · Ireland
    • Markforged Japan 3D Printing K.K. Subsidiary · Japan
    • Markforged Sweden, A.B. Subsidiary · Sweden
    • MKFG Israel Subsidiary · Israel
    • MKFG Poland, sp. z.o.o Subsidiary · Poland
    • MKFG Teton Simulation, LLC Subsidiary · Wyoming, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Markforged reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$27.7M9 Dec 31, 2024$28.5M9 Dec 31, 2023−3.0%
Accumulated depreciation$13.2M9 Dec 31, 2024$10.8M9 Dec 31, 2023+22.1%
Property and equipment, net$14.5M9 Dec 31, 2024$17.7M9 Dec 31, 2023−18.4%
Operating-lease assets (leased space)$30.6M9 Dec 31, 2024$36.9M9 Dec 31, 2023−17.1%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$53.6M9 Dec 31, 2024$116.9M9 Dec 31, 2023−54.1%
Marketable securities, current$012 Dec 31, 2023$43.7M12 Dec 31, 2022−100.0%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$012 Dec 31, 2023$31.1M12 Dec 31, 2022−100.0%
Indefinite-lived intangibles (excluding goodwill)$19.7M9 Dec 31, 2024$17.1M9 Dec 31, 2023+15.1%
Finite-lived intangibles, net$19.7M9 Dec 31, 2024$17.1M12 Dec 31, 2023+15.1%

Inventory

ItemLatestA year beforeChange
Inventory, total$22.4M9 Dec 31, 2024$26.8M9 Dec 31, 2023−16.5%
Raw materials$2.8M9 Dec 31, 2024$4.3M9 Dec 31, 2023−36.0%
Work in process$1.6M9 Dec 31, 2024$555.0K9 Dec 31, 2023+193.2%
Finished goods$18.0M9 Dec 31, 2024$21.9M9 Dec 31, 2023−17.9%

Properties, in its own words

Our corporate headquarters is located in an approximately 120,681 square foot facility located at 60 Tower Road, Waltham, Massachusetts 02451.The lease of this facility began on April 1, 2022 and expires on September 30, 2031. We lease a 47,000 square foot facility at 4 Suburban Park Drive, Billerica, Massachusetts 10821. The Billerica facility lease expires October 2029. We also lease additional smaller facilities in Sweden and Poland. We believe that our facilities are adequate for our current needs and, should the company need additional space, we believe we will be able to obtain additional space on commercially reasonable terms.

Item 2 of the 10-K filed Mar 28, 2025.15

The story

2014–2016

The company began as a start-up at SolidWorks World 2014 in San Diego with a working prototype of the "Mark One" printer, capable of printing in continuous carbon fiber (the first to do so), fiberglass, nylon and polylactic acid (PLA). Production machines can also print kevlar.

At the 2015 Consumer Electronics Show, Markforged unveiled its cloud-based 3D printing software Eiger, which allowed for easier collaboration for a team through a cloud-based workflow process.

2017

At the 2017 Consumer Electronics Show, Markforged unveiled the Metal X, which is a 3D printer capable of 3D printing metal parts at a low cost, under $100k. The process has been referred to as ADAM (Atomic Diffusion Additive Manufacturing) technology and it has an in-process laser inspection for dimensional accuracy. Metal 3D printers at the time cost between $500,000 and $1 million.

2018

In March 2018, Markforged was sued by a rival 3D-printer manufacturer, Desktop Metal, which claimed intellectual property theft and patent infringement in regard to methods patented by Desktop Metal involving "adding layers of an easily removed material to a printed metal product". A finding in favor of Markforged was rendered in the patent infringement case in July 2018.

2019

In January 2019, a new UL Standard, 2904, "ANSI/CAN/UL Standard Method for Testing and Assessing Particle and Chemical Emissions from 3D Printers", was published Markforged noted in October 2019 that it was pursuing certification against this new standard, claiming that it uses "a plastic compound that generates lower emissions than many competing machines". In December 2019, Markforged appointed Shai Terem as president and chief operating officer. Terem joined the team from Kornit Digital, a digital printing company specialising in textiles, where he was president of the Americas region. Terem had previous experience in additive manufacturing, having worked at Stratasys years before.

2020

In early 2020, Markforged became the first known additive manufacturing platform to achieve ISO/IEC 27001 Certification. ISO/IEC 27001:2013 is an Information Security Management System (ISMS) standard published by the International Organization for Standardization (ISO) and the International Electrotechnical Commission (IEC). The certification was applied to Markforged's hardware and Eiger cloud and fleet management software, showing that they meet rigorous international standards in privacy, confidentiality and integrity. In February 2020, the company began to market a 3D-printer system capable of printing pure copper, a version of the company's "Metal X" system; the methodology had been in development for some time and involves the use of plastic-encapsulated copper pellets as the raw material.

During the COVID-19 pandemic, Markforged helped to produce over 6,000 face shields in the first three months and partnered with a company called Neurophotometrics to produce Fiberflex Rayon, a 3D printed nasopharyngeal swab for use in diagnostic testing for COVID-19. The effort was renamed Swab56, which developed 55 prototypes over the course of 36 hours before a final design was reached. In October, Markforged announced that Terem was promoted to chief executive officer and president, while the founder Gregory Mark had moved to the role of chairman. The company also announced the launch of The Digital Forge, a cloud-based platform that the company states is the first industrial Additive Manufacturing platform leveraging AI.

2021–2024

In December 2021, Markforged announced its plans to move to a new corporate headquarters at 60 Tower Rd in Waltham, Massachusetts, to accommodate the company’s growth. The move was planned to be completed in the fall of 2022, and as of February 2023 the new headquarters is currently operational. In October of 2023, the FX10 launched as a next generation composite printer. At Formnext in 2024 the FX10 metal print head was debuted. Making the FX10 the first industrial printer capable of printing composite and metal parts.

Read the full text

2025

On April 25, 2025, Nano Dimension Ltd. announced that it had completed the acquisition of Markforged, in a transaction valued at $116 million.

2026

On May 27. 2026, Nano Dimension Ltd announced it had sold Markforged to Stratasys Ltd. for approximately $42 million.

From Wikipedia’s article on Markforged, shared under CC BY-SA 4.0.6

Leadership

Who has led Markforged, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (20)

Products and brands

Products

Markforged offers an additive manufacturing platform called The Digital Forge. The platform combines the company's range of products, which include 3D printers, software and materials, with AI technology. All products are developed and produced in the company's home state of Massachusetts. In order to streamline the development of its systems and ensure quality for the end-user, Markforged manages the full 3D printing development stack in-house. Commercial sales are conducted through an indirect channel of value-added resellers and partners throughout the world.

Metal 3D printers

The Metal X system produces metal parts using the Atomic Diffusion Additive Manufacturing (ADAM) process - a combination of material extrusion-based additive manufacturing and metal injection molding. "Green parts" composed of metal powder and a polymer binder are printed by the Metal X printer. Next, solvent is used to remove a portion of the binder material from the printed parts, leaving "brown" parts. Finally, after thermal debinding and sintering, near net-shape metal parts are produced.

The system was announced in 2017 and launched in 2018, consisting of the Metal X printer, Wash-1 debinding station, and Sinter-1 furnace. The Metal X printer has a build volume of 300mm x 220mm x 180mm. Available materials on the Metal X system include 17-4PH stainless steel, tool steels (H13, A2, D2), Inconel 625, and pure Copper. In 2019, Markforged released the Sinter-2, a larger furnace with four times the sintering workload of Sinter-1.

Industrial composite 3D printers

Markforged industrial composite printers produce parts using a material extrusion process with continuous fiber reinforcement. A dual-extruder system deposits a composite base material to form the shells and infill with the primary nozzle, and using a secondary nozzle, deposits a reinforced filament containing a core of high tensile strength continuous fibers. Because the fibers are contained in a filament, the printer is capable of freely orienting the fibers within the print plane.

Read the full text

The X7 (previously called Mark X) was released at the end of 2016 with accuracy improvements, a stiffer gantry, and larger build volume of 330mm x 270mm x 200mm, 2.5 times larger than that of the Mark Two. The printer also has a laser micrometer used for bed leveling and part inspection. In 2017, Markforged announced the X3 and X5 printers on the same chassis with modified hardware. Both machines print using Onyx, and the X5 has the ability to add continuous fiberglass reinforcement.

Desktop composite 3D printers

Markforged released the first commercial continuous fiber printers in 2014, starting with the Mark One. The printer had an anodized aluminium unibody and the ability to print with strands of continuous carbon fiber.

The Mark Two was released in early 2016 as an update to the Mark One. Enhancements include the relocation of the fiber cutter to the print head, motion system improvements, on-printer calibration utilities, and the introduction of a micro carbon fiber filled nylon filament called Onyx.

Business

In July 2013, Markforged raised $1.1 million in seed funding from North Bridge Venture Partners and Matrix Partners and, in May 2014, the company raised $8.5 million in series A funding. By 2017, Markforged has secured investments from Microsoft Ventures, Porsche SE, Tinity Ventures and Siemens-backed Next47 amounting to US$57 million. By 2017, the venture capital firms Matrix Partners, Trinity Ventures and Northbridge Venture Partners had contributed funding as well. By March 2019, Markforged reached funding of US$136.8 million since its founding after raising $82 million in series D funding led by Summit Partners.

Markforged's business model is based on the sale of industrial 3D printers to replace traditional metal manufacturing methods, with the prediction that companies will find parallel printing across many machines continuously to be attractive. The company competes with legacy 3D printing companies like Stratasys, 3D Systems and HP, as well as newer startups like Desktop Metal and Carbon.

From Wikipedia’s article on Markforged, shared under CC BY-SA 4.0.6

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • MKFG Israel Israel7
  • MKFG Poland, sp. z.o.o Poland7
  • MKFG Teton Simulation, LLC Wyoming7
  • MarkForged, Inc. Delaware7
  • Markforged Canada 3D Printing Inc. Canada7
  • Markforged Ireland Services 3D Printing Limited Ireland7
  • Markforged Japan 3D Printing K.K. Japan7
  • Markforged Sweden, A.B. Sweden7

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • oneJul 1, 2020 to Jul 9, 20215

Timeline

  1. Apr 25, 20258-K Completed an acquisition or sale; Listing notice or transfer; Change to shareholders' rights37
  2. Apr 15, 20258-K Regulation FD disclosure38
  3. Mar 28, 20258-K Results of operations39
  4. Feb 6, 20258-K Executive or director change40
  5. Jan 24, 20258-K Regulation FD disclosure41
  6. Jan 2, 20258-K Regulation FD disclosure42
  7. Dec 12, 20248-K Other events43
  8. Dec 6, 20248-K Shareholder vote44
  9. Nov 7, 20248-K Results of operations45
  10. Sep 27, 20248-K Listing notice or transfer46
  11. Sep 26, 20248-K Entered a material agreement; Regulation FD disclosure47
  12. Sep 23, 20248-K Entered a material agreement; Regulation FD disclosure48
  13. Jul 15, 2021Went public Listed on NYSE1
  14. Jul 14, 2021New chief executive Shai Terem becomes CEO16
  15. Aug 19, 2020New chief executive Kevin Hartz becomes CEO17
  16. 2013Founded Founded in Watertown1

Calendar

When it reported results

  1. Mar 28, 2025Reported quarterly or annual results39
  2. Nov 7, 2024Reported quarterly or annual results45
  3. Aug 8, 2024Reported quarterly or annual results49
  4. May 8, 2024Reported quarterly or annual results50
  5. Mar 7, 2024Reported quarterly or annual results51
  6. Nov 13, 2023Reported quarterly or annual results52
  7. Oct 23, 2023Reported quarterly or annual results53
  8. Aug 10, 2023Reported quarterly or annual results54

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

258 filings to the SEC since October 2021: 5 annual reports, 10 quarterly reports, 45 major events, 122 insider forms, 22 large holders, 54 other. The latest 20:

  1. May 14, 2025SCHEDULE 13G/A EDGAR
  2. May 9, 202515-12G EDGAR
  3. May 9, 202510-K/A EDGAR
  4. Apr 30, 2025EFFECT EDGAR
  5. Apr 30, 2025EFFECT EDGAR
  6. Apr 30, 2025EFFECT EDGAR
  7. Apr 25, 2025S-8 POS EDGAR
  8. Apr 25, 2025S-8 POS EDGAR
  9. Apr 25, 2025S-8 POS EDGAR
  10. Apr 25, 2025S-8 POS EDGAR
  11. Apr 25, 2025POS AM EDGAR
  12. Apr 25, 2025POS AM EDGAR
  13. Apr 25, 2025POS AM EDGAR
  14. Apr 25, 20258-K EDGAR
  15. Apr 25, 20254 EDGAR
  16. Apr 25, 20254 EDGAR
  17. Apr 25, 20254 EDGAR
  18. Apr 25, 20254 EDGAR
  19. Apr 25, 20254 EDGAR
  20. Apr 25, 20254 EDGAR

The 258 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

15 open-market trades by officers, directors and large owners since October 2021: 2 buys and 13 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
May 24, 2023Zipori AssafChief Financial OfficerBuy50,000$1.03$51.5KForm 4
May 22, 2023Terem ShaiChief Executive OfficerBuy100,000$0.97$97.0KForm 4
Mar 14, 2023Schwartz Mark JosephChief Financial OfficerSale30,000$0.97$29.1KForm 4
Nov 15, 2022Schwartz Mark JosephChief Financial OfficerSale28,641$1.71$49.0KForm 4
Nov 14, 2022Schwartz Mark JosephChief Financial OfficerSale51,359$1.70$87.4KForm 4
Jan 25, 2022Mark Gregory10% ownerSale53,424$4.62$246.8KForm 4
Jan 24, 2022Mark Gregory10% ownerSale122,967$4.31$530.0KForm 4
Jan 21, 2022Mark Gregory10% ownerSale156,474$4.87$762.0KForm 4
Jan 20, 2022Mark Gregory10% ownerSale36,228$4.95$179.3KForm 4
Jan 19, 2022Mark Gregory10% ownerSale42,598$4.76$202.8KForm 4
Jan 18, 2022Mark Gregory10% ownerSale35,472$4.82$171.0KForm 4
Jan 14, 2022Mark Gregory10% ownerSale39,741$4.83$191.9KForm 4
Nov 15, 2021Benhaim DavidChief Technology OfficerSale3,337$7.20$24.0KForm 4
Nov 15, 2021Terem ShaiChief Executive OfficerSale15,791$7.20$113.7KForm 4
Oct 18, 2021Karp StephenGeneral CounselSale201$6.71$1.3KForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

SEC filer profile

How Markforged is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARMarkforged Holding Corp2
  • CIK0001816613
  • Employer ID (EIN)92-303771415
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company15
  • Incorporated inDelaware15
  • Fiscal year endsDecember 312
  • Industry code (SIC)3577 Computer Peripheral Equipment, NEC2
  • SEC reviewing officeOffice of Technology, Division of Corporation Finance2
  • Business address60 Tower Road, Waltham, MA 024512
  • Phone(866) 496-18052
  • Shares outstanding23,015,852 as of Apr 25, 202563
  • Public float$54.1M as of Jun 30, 202415
  • AuditorPricewaterhouseCoopers LLP, Boston, Massachusetts PCAOB ID 238; no auditor attestation of internal control over financial reporting15
  • On EDGAR sinceJul 1, 20202
  • Filings364 in all: 4 (122), 8-K (54), 3 (25), 425 (19), SC 13G/A (14), 10-Q (13), 424B3 (13), DEFA14A (12)2
    All 41 form types

    SC 13G (10), CORRESP (9), EFFECT (9), 10-K (5), POS AM (5), S-8 POS (5), S-8 (4), UPLOAD (4), 25-NSE (3), DEF 14A (3), DFAN14A (3), SCHEDULE 13G/A (3), 10-K/A (2), 3/A (2), 8-K/A (2), ARS (2), S-1 (2), S-1/A (2), S-4/A (2), SC 13D/A (2), 15-12G (1), 4/A (1), 424B4 (1), 8-A12B (1), CERT (1), DEFM14A (1), DRS (1), NT 10-Q (1), PRE 14A (1), PREM14A (1), S-3 (1), S-4 (1), SC 13D (1)

  • Latest filingsAnnual report (10-K) Mar 28, 2025
    Quarterly report (10-Q) Nov 7, 2024
    Proxy statement (DEF 14A) Apr 26, 2024
    Latest 8-K (8-K) Apr 25, 2025

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $0.0001 per shareMKFGNew York Stock Exchange

From the cover page of the 10-K filed Mar 28, 2025 (Section 12(b) of the Exchange Act).15

Risk factors and legal proceedings

The risks Markforged names in Item 1A of its 10-K filed Mar 28, 2025: 70 risks under these headings, as written.15

  • Risks Related to the Proposed Merger with Nano Dimension Ltd.
  • We may not complete the Nano Merger within the anticipated timeframe, or at all, which could have a material adverse impact on our business, financial condition or results of operations, as well as negatively impact the per share price of our Common Stock.
  • We have faced, and may continue to face, risks and uncertainties related to litigation in connection with the Nano Merger.
  • The pendency of the Nano Merger could materially adversely affect our business, financial condition or results of operations, as well as negatively impact the per share price of our Common Stock.
  • We have incurred, and will continue to incur, significant direct and indirect costs as a result of the pending Nano Merger.
  • While the Nano Merger Agreement remains in effect, we are subject to restrictions on our business activities.
  • The Nano Merger Agreement contains provisions that prohibit a third party from proposing an alternative transaction or acquire our company prior to the consummation of the Nano Merger.
  • Our executive officers and directors may have interests in the proposed Nano Merger that are different from, or in addition to, those of our stockholders generally.
  • If the Nano Merger is consummated, our stockholders will not be able to participate in any further upside to our business.
  • Risks Related to Our Business and Industry
  • We have been in the recent past, subject to business and intellectual property litigation.
  • Risks Related to Our Operating History
The other 60 risks
  • Our history of operating losses, negative cash flows from operations, substantial ongoing payment obligations, and restrictions on our ability to raise additional capital from equity or debt sources during the pendency of the Nano Merger have raised substantial doubt as to our ability to continue as a going concern.
  • We have a history of net losses and may not be able to achieve profitability for any period in the future or sustain cash flow from operating activities.
  • We have a relatively limited operating history and have experienced rapid growth since our inception, which makes evaluating our current business and future prospects difficult and may increase the risk of your investment.
  • Our operating results have and may continue to fluctuate significantly from period-to-period and may fall below expectations in any particular period, which could adversely affect the market price of our Common Stock.
  • Global economic, political and social conditions and uncertainties in the markets that we serve may adversely impact our business.
  • Adverse developments affecting the financial services industry or other third parties, such as a liquidity crisis, increased levels of defaults or non-performance by financial institutions or transactional counterparties or the perception that any of these events could occur, could adversely affect our current and projected business operations and our financial condition and results of operations.
  • Risks Related to the Additive Manufacturing Industry
  • The additive manufacturing industry in which we operate is characterized by rapid technological change, requiring continual innovation and development of new products and innovations to meet constantly evolving customer demands.
  • We face intense and growing competition in the additive manufacturing industry. Our inability to compete effectively with our competitors could affect our ability to achieve our anticipated market penetration and achieve or sustain profitability.
  • Declines in the prices of our products and services, or in our volume of sales, together with our relatively inflexible cost structure, may adversely affect our financial results.
  • Increased consolidation among our customers, suppliers and competitors in the additive manufacturing industry may have an adverse effect on our business and results of operations.
  • We may experience significant delays in the design, production and launch of our additive manufacturing solutions and enhancements to existing products, and we may be unable to successfully commercialize products on our planned timelines.
  • Changes in our product mix may impact our gross margins and financial performance.
  • Risks Related to Our Business Operations
  • Our failure to meet our customers’ price expectations would adversely affect our business and results of operations.
  • We depend on our network of VARs and other distribution partners and if we fail to maintain successful relationships, or if they fail to perform, our ability to market, sell and distribute our products will be limited, and our business, financial position and results of operations will be harmed.
  • If our suppliers become unavailable or inadequate, our customer relationships, results of operations and financial condition may be adversely affected.
  • Our business model is predicated, in part, on developing or expanding recurring revenues through the sale of our hardware, consumables, and services. If that recurring stream of revenues does not develop as expected, or if our business model changes as the industry evolves, our operating results may be adversely affected.
  • We rely on a limited number of third-party logistics providers for distribution of our products, and their failure to distribute our products effectively and in a cost effective manner would adversely affect our sales.
  • If demand for our products does not grow as expected, or if market adoption of additive manufacturing does not continue to develop, or develops more slowly than expected, our revenues may stagnate or decline, and our business may be adversely affected.
  • Defects in new products or in enhancements to our existing products that give rise to product returns or warranty or other claims could result in material expenses, diversion of management time and attention and damage to our reputation.
  • We may be unable to consistently manufacture our products to the necessary specifications or in quantities necessary to meet demand at an acceptable cost or at an acceptable performance level.
  • We are dependent on the continued services and performance of our senior management and other key employees, as well as on our ability to successfully hire, train, manage and retain qualified personnel.
  • As manufacturing becomes a larger part of our operations, we will become exposed to the accompanying risks and liabilities.
  • Under applicable employment laws, we may not be able to enforce covenants not to compete and therefore may be unable to prevent our competitors from benefiting from the expertise of some of our former employees.
  • We expect to continue to experience organizational change. If we fail to manage this change effectively, we may be unable to execute our business plan, maintain high levels of service and customer satisfaction or attract new employees and customers.
  • As we acquire and invest in companies or technologies, we may not realize expected business, technological or financial benefits and the acquisitions or investments could prove difficult to integrate, disrupt our business, dilute stockholder value and adversely affect our business, results of operations, and financial condition.
  • We may require additional capital to support business growth, and this capital might not be available on acceptable terms, if at all.
  • Risks Related to Third Parties
  • A real or perceived defect, security vulnerability, error or performance failure in our software or technical problems or disruptions caused by our third-party service providers could cause us to lose revenue, damage our reputation and expose us to liability.
  • We depend on a limited number of third-party contract manufacturers for a substantial portion of all of our manufacturing needs and any delay, disruption or quality control problems in their operations, could cause harm to our operations, including loss of market share and damage to our brand.
  • Our manufacturing facility and those of our third-party contract manufacturers and suppliers, as well as our customers’ facilities and our third-party logistics providers, are vulnerable to disruption due to natural or other disasters, strikes and other events beyond our control.
  • Risks Related to International Operations
  • Our existing and planned global operations subject us to a variety of risks and uncertainties that could adversely affect our business and operating results. Our business is subject to risks associated with selling machines and other products in non-United States locations.
  • The effects of regulations relating to foreign trade, manufacturing, development and investment may adversely impact our business.
  • Rising inflation rates could negatively impact our revenues and profitability if increases in the prices of our services or a decrease in consumer spending results in lower sales. In addition, if our costs increase and we are not able to pass along these price increases to our customers, our net profit (loss) would be adversely affected, and the adverse impact may be material.
  • The effects of regulations relating to conflict minerals may adversely affect our business.
  • Risks Related to Sales of Products to U.S. and Foreign Governments
  • A significant portion of our business depends on sales to the public sector, and our failure to receive and maintain government contracts or changes in the contracting or fiscal policies of the public sector could have a material adverse effect on our business.
  • Government programs are limited by budgetary constraints and political considerations and are subject to uncertain future funding levels that could result in the termination of programs.
  • We are subject to audits by the U.S. government which could adversely affect our business.
  • Our contracts and those of our VARs with governments may impose requirements that may be unfavorable to us and that may have a material adverse effect on our growth prospects and operating results.
  • Risks Related to Litigation and Liability
  • We could be subject to personal injury, property damage, product liability, warranty and other claims involving allegedly defective products that we supply.
  • We could face liability if our additive manufacturing solutions are used by our customers to print dangerous objects.
  • Third parties may produce or sell counterfeit or imitation versions of our materials or components.
  • Failure of our global operations to comply with anti-corruption laws and various trade restrictions, such as sanctions and export controls, could have an adverse effect on our business.
  • We are subject to environmental, health and safety laws and regulations related to our operations and the use of our 3D printers and materials, which could subject us to compliance costs and/or potential liability.
  • Aspects of our business are subject to laws and regulations governing privacy and data security. Changes in laws, regulations, and public perception concerning data protection and privacy, or changes in the interpretation or patterns of enforcement of existing laws and regulations, could impair our efforts to maintain and expand our customer base or the ability of our customers to use our services. Breaches of laws and regulations concerning data protection and privacy could expose us to significant fines and other penalties.
  • The use of new and evolving technologies, such as artificial intelligence, in our offerings may result in spending material resources and presents risks and challenges that can impact our business including by posing security and other risks to our confidential information, proprietary information and personal information, and as a result we may be exposed to reputational harm and liability.
  • We rely on our software and information technology systems to manage numerous aspects of our business and a disruption of these systems could adversely affect our business.
  • Any unauthorized control or manipulation of our products’ systems could result in loss of confidence in us and our products and harm our business.
  • Our business has risks that may not be adequately covered by insurance or indemnity.
  • Risks Related to Intellectual Property
  • We may not be able to adequately protect our proprietary and intellectual property rights in our data or technology.
  • If third parties claim that we infringe upon or otherwise violate their intellectual property rights, our business could be adversely affected.
  • Our additive manufacturing technology contains third-party open-source software components, and failure to comply with the terms of the underlying open-source software licenses could restrict our ability to commercialize our products.
  • General Risk Factors
  • If we are unable for any reason to meet the continued listing requirements of the New York Stock Exchange (“NYSE”), such action or inaction could result in a delisting of our Common Stock.
  • Changes in accounting rules and regulations, or interpretations thereof, could result in unfavorable accounting charges or require us to change our compensation policies.
  • Our disclosure controls and procedures may not prevent or detect all errors or acts of fraud.
  • Our management team has limited experience managing a public company.
  • Our internal controls over financial reporting currently do not meet all of the standards contemplated by Section 404 of the Sarbanes Oxley Act, and failure to achieve and maintain effective internal controls over financial reporting in accordance with Section 404 of the Sarbanes Oxley Act could impair our ability to produce timely and accurate financial statements or comply with applicable regulations and have a material adverse effect on our business.
  • We have identified material weaknesses in our internal control over financial reporting and may identify additional material weaknesses in the future or fail to maintain effective internal control over financial reporting, which may result in material misstatements of our consolidated financial statements or cause us to fail to meet our periodic reporting obligations.
  • Our ability to use net operating loss (“NOL”) carryforwards and other tax attributes may be limited.
  • Comprehensive tax reform legislation could adversely affect our business and financial condition.
  • Additional Risks Related to Ownership of Our Common Stock and Us Operating as a Public Company
  • We will continue to incur increased costs as a result of operating as a public company, and our management are required to devote substantial time to new compliance initiatives.

Legal proceedings

From time to time we are and have been involved in claims that arise during the ordinary course of business. Although the results of litigation and claims cannot be predicted with certainty, we do not currently believe that the outcome of any of these legal matters has had or will have a material effect on our results of operation or financial condition, other than as discussed below regarding the settlement of the matter involving Continuous Composites Inc. (“Continuous Composites”) and the potential outcome of the matter involving Desktop Metal, which we previously disclosed. Additionally, we may in the future be the target of securities class action and derivative lawsuits as a result of our entry into the Nano Merger Agreement. Regardless of the outcome, litigation can be

costly and time consuming, as it can divert management’s attention from important business matters and initiatives, negatively impacting our overall operations.

The opening of Item 3, Legal Proceedings.15

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