UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-39453 Markforged Holding Corporation (Exact name of Registrant as specified in its Charter) | Delaware | 92-3037714 | | --- | --- | | ...

Exhibit 99.1 Markforged Announces Fourth Quarter and Full Year 2024 Results WALTHAM, Mass. – Markforged Holding Corporation (NYSE: MKFG) ("Markforged"), the company strengthening manufacturing resiliency by enabling industrial production at the point of need, today announced its financial results for the fourth quarter and full year ended December 31, 2024. Fourth Quarter 2024 Financial Results Compared To Fourth Quarter 2023 Full Year 2024 Financial Results Compared To Full Year 2023 Reconciliations of the ...

Core Insights - Markforged Holding Corporation reported its financial results for Q4 and full year 2024, highlighting challenges in the market but expressing optimism about product adoption and a pending acquisition by Nano Dimension [1][3]. Financial Results Summary Fourth Quarter 2024 vs. Fourth Quarter 2023 - Revenue decreased to $22.4 million from $24.2 million - Gross margin declined to 44.8% from 48.4% - Non-GAAP gross margin decreased to 46.4% from 49.5% - Operating expenses reduced to $25.0 million from $31.1 million - Non-GAAP operating expenses decreased to $19.9 million from $24.9 million - Net loss improved to $11.9 million from a net loss of $14.2 million - Non-GAAP net loss improved to $9.0 million from a loss of $11.6 million - Cash and cash equivalents decreased to $53.6 million from $116.9 million [6][20][27]. Full Year 2024 vs. Full Year 2023 - Revenue decreased to $85.1 million from $93.8 million - Gross margin increased to 48.3% from 47.4% - Non-GAAP gross margin increased to 50.1% from 48.6% - Net cash used in operating activities increased to $61.3 million from $48.9 million - Net loss improved to $85.6 million from a net loss of $103.6 million - Net loss per share improved to $4.22 from $5.26 [6][20][27]. Acquisition Updates - Markforged entered into a definitive agreement with Nano Dimension for an all-cash acquisition at $5.00 per share, expected to close in Q2 2025, pending regulatory approval [4][5]. Company Overview - Markforged specializes in industrial 3D printing, enabling on-demand production with its platform, The Digital Forge, serving over 10,000 customers in more than 70 countries [6].

Exhibit 99.1 WALTHAM, Mass., Jan. 24, 2025 (GLOBE NEWSWIRE) -- Markforged Holding Corporation (“Markforged”) (NYSE: MKFG), the company strengthening manufacturing resiliency by enabling industrial production at the point of need, announced today that Desktop Metal, Inc. (“Desktop Metal”) has voluntarily dismissed Markforged without prejudice from its previously filed complaint against Nano Dimension Ltd. (“Nano”) and Markforged brought in connection with Markforged’s pending merger with Nano (the “Action”). ...

Revenue and Financial Performance - Revenue for the nine months ended September 30, 2024, was $62.7 million, a decrease from $69.6 million for the same period in 2023, with net losses of $73.7 million compared to $89.4 million in the prior year[127] - Consolidated revenue for the three months ended September 30, 2024 was $20.5 million, representing an increase of 2% compared to $20.1 million for the same period in 2023[167] - Consolidated revenue for the nine months ended September 30, 2024 was $62.7 million, a decrease of 10% compared to $69.6 million for the same period in 2023[184] - Hardware revenue decreased by 19% to $35.5 million for the nine months ended September 30, 2024, while services revenue increased by 19% to $9.1 million[185] - Gross profit for the nine months ended September 30, 2024 was $31.1 million, with a gross profit margin of 50%, up from 47% in the prior year[186] - The company recorded a net loss of $73.7 million for the nine months ended September 30, 2024, compared to a net loss of $89.4 million for the same period in 2023, representing a 17.8% improvement[199] - Non-GAAP net loss for the nine months ended September 30, 2024, was $32.6 million, down from $39.6 million in the same period of 2023, indicating a 17.5% reduction[200] Revenue Composition - Recurring revenue accounted for 43% of total revenue for the three months ended September 30, 2024, up from 39% in the same period of 2023[143] - Hardware revenue decreased by 5% to $11.6 million, while consumables revenue increased by 12% to $5.8 million, and services revenue rose by 13% to $3.1 million[168] Operating Expenses and Cost Management - Total operating expenses for the three months ended September 30, 2024 were $27.6 million, a decrease of 54% from $59.6 million in the same period of 2023[171] - Total operating expenses for the nine months ended September 30, 2024 were $102.7 million, a decrease of 18% from $124.7 million in 2023[188] - Sales and marketing expenses decreased by 14% to $24.5 million, primarily due to restructuring efforts[188] - Research and development expenses decreased by 19% to $7.9 million, primarily due to a reduction in headcount and contractor-related costs[172] - General and administrative expenses decreased by 9% to $11.2 million, attributed to lower headcount costs and legal expenses[173] - The company is evaluating additional cost-saving initiatives, including product portfolio rationalization and supply chain improvements, to manage cash flows effectively[201] Litigation and Settlement - The company incurred a $18 million accrual related to the Continuous Composites litigation as of September 30, 2024[135] - The company has accrued a total of $17.3 million related to a jury verdict and additional settlement payments under a Settlement Agreement with Continuous Composites[156] - Future payments under the Settlement Agreement include installments of $1 million, $2 million, and $4 million due in the fourth quarters of fiscal years 2025, 2026, and 2027, respectively[155] - The company has recorded a long-term settlement payable of $5.2 million, which will accrete $1.8 million of interest over the payment term[156] - The company recorded a litigation judgment expense of $423,000 for the three months ended September 30, 2024, compared to no such expense in the prior year[171] Cash Flow and Financial Position - Cash and cash equivalents stood at $59.3 million as of September 30, 2024, sufficient to meet working capital and capital expenditure needs for the next 12 months[201] - The company generated negative operating cash flows of $35.9 million for the nine months ended September 30, 2024, a 10% improvement from $40.0 million in the prior year[202] - The company incurred net cash used in investing activities of $1.9 million for the nine months ended September 30, 2024, compared to a net cash provided of $14.4 million in the same period of 2023, reflecting a significant change of $16.3 million[205] Corporate Actions and Compliance - A $25 million cost reduction initiative is expected to reduce annual operating expenses to approximately $70 million[139] - The company entered into a merger agreement with Nano Dimension Ltd., with each share of common stock to be converted into $5.00 in cash[132] - A 10-for-1 reverse stock split was executed on September 19, 2024[129] - The company regained compliance with the NYSE's minimum bid price listing requirement on October 30, 2024[130] - A cost restructuring initiative was announced in November 2023, including a 10% workforce reduction, expected to save approximately $9 - $12 million in operating costs in 2024[201] Other Financial Metrics - Interest income decreased by 25% to $3.7 million for the nine months ended September 30, 2024, compared to $4.9 million in the same period of 2023[193] - The change in fair value of contingent earnout liability was $(6.3 million) for the nine months ended September 30, 2024, compared to $(2.5 million) in 2023, representing a 150% increase in loss[193] - The company experienced a decrease in stock compensation expense from $10.2 million in the nine months ended September 30, 2023, to $9.8 million in the same period of 2024[200] - The company reported a one-time lease termination payment of $2.7 million related to the 480 Pleasant St lease in the third quarter of 2024[204]

WALTHAM, Mass., Nov. 07, 2024 (GLOBE NEWSWIRE) -- Markforged Holding Corporation (NYSE: MKFG) (the “Company” or “Markforged”), the company strengthening manufacturing resiliency by enabling industrial production at the point of need, today announced its financial results for the third quarter ended September 30, 2024. Third Quarter 2024 Financial Results Compared To Third Quarter 2023 Revenue was $20.5 million compared to $20.1 million.Gross margin was 49.0% compared to 45.7%.Non-GAAP gross margin was 50.9% ...

Core Viewpoint - Markforged Holding Corporation will release its financial results for Q3 2024 on November 7, 2024, after market close, amidst a pending merger with Nano Dimension Ltd. [1][2] Company Overview - Markforged (NYSE: MKFG) focuses on enhancing manufacturing resiliency through industrial 3D printing, enabling on-demand production at the factory floor [3] - The company's platform, The Digital Forge, allows for the creation of strong and accurate parts using metal and advanced composites [3] - Markforged serves over 10,000 customers across more than 70 countries, emphasizing flexible supply chains [3] Merger Information - The company will not host an earnings conference call or provide forward-looking guidance due to the ongoing merger transaction with Nano Dimension Ltd. [2]

NEW YORK, Sept. 26, 2024 /PRNewswire/ -- Rowley Law PLLC is investigating potential securities law violations by Markforged Holding Corporation (NYSE: MKFG) and its board of directors concerning the proposed acquisition of the company by Nano Dimension Ltd. (NASDAQ: NNDM). Stockholders will receive $5.00 for each share of Markforged stock that they hold. The transaction is valued at approximately $115 million and is expected to close in the first quarter of 2025. If you are a stockholder of Markforged Holdi ...

Core Viewpoint - The merger between Nano Dimension and Markforged is expected to create a combined company with significant scale and capital, aiming for profitable expansion in the additive manufacturing (AM) and 3D printing sectors, with a projected combined revenue of $340 million for 2023 and cash reserves of approximately $475 million at closing [1][3][10]. Financial Overview - Markforged reported a revenue of $93.8 million for 2023, with a gross margin of 47.4% and a non-GAAP gross margin of 48.6% [2]. - The total consideration for Markforged's shareholders is $115 million, equating to $5.00 per share, which represents a 71.8% premium to the stock's VWAP on September 24, 2024 [4]. - The combined company is expected to have a strong balance sheet with cash and cash equivalents projected at $475 million post-transaction [2][10]. Strategic Benefits - The acquisition of Markforged enhances Nano Dimension's leadership in the AM industry, particularly in metal additive manufacturing (Metal-AM), which is anticipated to be a major growth driver [3][7]. - The merger will expand Nano Dimension's product portfolio to include advanced manufacturing technologies such as fused filament fabrication (FFF), binder jetting, and digital light processing, providing a comprehensive set of solutions for high-performance applications [6][8]. - The combined entity aims to leverage synergies and efficiencies, potentially generating significant cost savings and enhancing research and development capabilities [9]. Market Positioning - The merger positions the combined company as a leader in the AM industry, with a focus on sophisticated materials essential for high-performance applications, thereby improving the business model and recurring revenue potential [8]. - The integration of both companies' product offerings is expected to enhance customer service capabilities across various high-growth industries [5][6]. Transaction Details - The transaction is subject to customary closing conditions, including approval from Markforged's stockholders and regulatory approvals, with an expected closing in the first quarter of 2025 [11][12]. - The financing for the transaction will be covered by Nano Dimension's existing cash reserves, indicating a strong financial position to support the acquisition [13].

Core Viewpoint - Markforged Holding Corporation announced a 1-for-10 reverse stock split of its Common Stock, effective September 19, 2024, to comply with the New York Stock Exchange's minimum bid price requirement [1][2]. Group 1: Reverse Stock Split Details - The reverse stock split will convert ten current shares into one new share, reducing the number of outstanding shares from approximately 203 million to about 20.3 million [3]. - The number of shares authorized for issuance will decrease from 1 billion to 100 million [3]. - The Common Stock will continue trading under the symbol "MKFG" with a new CUSIP number of 57064N201 [3]. Group 2: Impact on Shareholders - Stockholders will not need to take any action to receive post-split shares, as adjustments will be made automatically by their banks, brokers, or custodians [4]. - Fractional shares will not be issued; stockholders entitled to a fractional share will receive an additional fraction to ensure they own a whole number of shares post-split [3]. Group 3: Company Overview - Markforged specializes in industrial 3D printing, enabling on-demand production with its platform, The Digital Forge, serving over 10,000 customers in more than 70 countries [6].