Filed Pursuant to Rule 424(b)(3)
Registration No. 333-262194
PROSPECTUS SUPPLEMENT NO. 2
(to prospectus dated
January 28, 2022)
FATHOM DIGITAL MANUFACTURING CORPORATION
45,423,250 SHARES OF CLASS A COMMON STOCK
9,900,000 WARRANTS TO PURCHASE SHARES OF CLASS A COMMON STOCK
18,525,000 SHARES OF CLASS A COMMON STOCK UNDERLYING WARRANTS TO
PURCHASE CLASS A COMMON STOCK AND
90,570,234 SHARES OF CLASS A COMMON STOCK UNDERLYING CLASS B COMMON STOCK
This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated January 28, 2022, as supplemented by
prospectus supplement no. 1 thereto dated March 4, 2022 (as supplemented hereby and as may be further supplemented or amended from time to time, the Prospectus), with the information contained in our Notification of Late Filing on
Form 12b-25 (the Notification of Late Filing) with respect to our Annual Report on Form 10-K for the year ended December 31, 2021, which Notification of
Late Filing we filed with the Securities and Exchange Commission (SEC) on March 31, 2022. Accordingly, we have attached the Notification of Late Filing to this prospectus supplement. Capitalized terms used but not defined in this
prospectus supplement have the meanings given to such terms in the Prospectus.
The Prospectus and this prospectus supplement relate to the resale from
time to time by the selling stockholders named in the Prospectus or their permitted transferees (collectively, the Selling Stockholders) of: (i) up to 36,661,014 shares of Class A common stock, par value $0.0001 per share (the
Class A common stock) issued to the Legacy Fathom Owners in connection with the closing of the Business Combination, (ii) up to 4,770,000 shares of Class A common stock held by Altimar Sponsor II, LLC (Sponsor)
and the other Altimar II Founders following the closing of the Business Combination, (iii) up to 2,724,736 Earnout Shares issued to certain Legacy Fathom Owners, and (iv) up to 1,267,500 Sponsor Earnout Shares. The Prospectus and this
prospectus supplement also relate to (a) the resale of up to 9,900,000 Private Placement Warrants to purchase shares of Class A common stock held by Sponsor, (b) the issuance of up to 18,525,000 shares of Class A common stock
upon the exercise of outstanding Public Warrants and Private Placement Warrants to purchase shares of Class A common stock, and (c) the issuance of up to 90,570,234 shares of Class A common stock issuable upon the exchange of New
Fathom Units (together with a corresponding number of shares of Class B common stock) held by certain of the Selling Stockholders (including 6,275,264 Earnout Shares presently represented in the form of unvested New Fathom Units).
This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except
in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus and if there is any inconsistency between the information in the Prospectus and this
prospectus supplement, you should rely on the information in this prospectus supplement.
Our Class A common stock is traded on the New York Stock
Exchange (the NYSE) under the symbol FATH. On March 31, 2022, the closing price of our Class A common stock was $6.18 per share. Our Public Warrants are currently listed on the NYSE and trade under the symbol
FATH.WS. One March 31, 2022, the closing price of our Public Warrants was $0.76 per Public Warrant.
Investing in our
securities involves risks that are described in the Risk Factors section beginning on page 12 of the Prospectus. Neither the SEC nor any state securities commission has approved or disapproved of the securities to be issued under the
Prospectus or determined if the Prospectus or this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is March 31, 2022.