Filing Details

Accession Number:
0001831840-23-000075
Form Type:
4
Zero Holdings:
No
Publication Time:
2023-12-11 19:00:03
Reporting Period:
2023-12-06
Accepted Time:
2023-12-11 19:00:03
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1831840 Semrush Holdings Inc. SEMR Services-Prepackaged Software (7372) 844053265
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1849417 Oleg Shchegolev C/O Semrush Holdings, Inc.
800 Boylston Street, Suite 2475
Boston MA 02199
Chief Executive Officer Yes Yes Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Disposition 2023-12-06 43,228 $11.55 3,500,468 No 4 S Indirect Shchegolev Holdings, LLC
Class A Common Stock Disposition 2023-12-07 300 $11.58 3,500,168 No 4 S Indirect Shchegolev Holdings, LLC
Class A Common Stock Disposition 2023-12-08 4,600 $11.51 3,495,568 No 4 S Indirect Shchegolev Holdings, LLC
Class A Common Stock Disposition 2023-12-11 18,478 $11.53 3,477,090 No 4 S Indirect Shchegolev Holdings, LLC
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect Shchegolev Holdings, LLC
No 4 S Indirect Shchegolev Holdings, LLC
No 4 S Indirect Shchegolev Holdings, LLC
No 4 S Indirect Shchegolev Holdings, LLC
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Class A Common Stock 1,956,269 Direct
Class A Common Stock 6,000,000 Indirect The Oleg Shchegolev Grantor Retained Annuity Trust II
Class A Common Stock 27,662,150 Indirect The Oleg Shchegolev Irrevocable Non-Exempt Trust of 2020
Footnotes
  1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 17, 2023.
  2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $11.50 to $11.64, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.
  3. These shares are owned by Shchegolev Holdings, LLC. The Oleg Shchegolev Irrevocable GST Trust of 2020 is the sole Member of Shchegolev Holdings, LLC. IQ EQ Trust Company LLC is the trustee of The Oleg Shchegolev Irrevocable GST Trust of 2020. The Reporting Person disclaims Section 16 beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.
  4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $11.52 to $11.64, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (4) to this Form 4.
  5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $11.50 to $11.53, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (5) to this Form 4.
  6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $11.50 to $11.64, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (6) to this Form 4.
  7. A portion of these shares represent restricted stock units ("RSUs"). Each RSU represents a right to receive one share of the Issuer's Class A Common Stock upon vesting.
  8. These shares are owned by The Oleg Shchegolev Grantor Retained Annuity Trust II, a trust for the benefit of certain members of the Reporting Person's family. The Reporting Person disclaims Section 16 beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.
  9. These shares are owned by The Oleg Shchegolev Irrevocable Non-Exempt Trust of 2020, a trust for the benefit of certain members of the Reporting Person's family. The Reporting Person disclaims Section 16 beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.