0001831840-24-000021.txt : 20240510
0001831840-24-000021.hdr.sgml : 20240510
20240510192532
ACCESSION NUMBER: 0001831840-24-000021
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240508
FILED AS OF DATE: 20240510
DATE AS OF CHANGE: 20240510
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Levin Eugenie
CENTRAL INDEX KEY: 0001849697
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40276
FILM NUMBER: 24936553
MAIL ADDRESS:
STREET 1: C/O SEMRUSH HOLDINGS, INC
STREET 2: 800 BOYLSTON STREET, SUITE 2475
CITY: BOSTON
STATE: MA
ZIP: 02199
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SEMrush Holdings, Inc.
CENTRAL INDEX KEY: 0001831840
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
ORGANIZATION NAME: 06 Technology
IRS NUMBER: 844053265
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 800 BOYLSTON STREET, SUITE 2475
CITY: BOSTON
STATE: MA
ZIP: 02199
BUSINESS PHONE: 800-851-9959
MAIL ADDRESS:
STREET 1: 800 BOYLSTON STREET, SUITE 2475
CITY: BOSTON
STATE: MA
ZIP: 02199
4
1
wk-form4_1715383521.xml
FORM 4
X0508
4
2024-05-08
0
0001831840
SEMrush Holdings, Inc.
SEMR
0001849697
Levin Eugenie
C/O SEMRUSH HOLDINGS, INC.
800 BOYLSTON STREET, SUITE 2475
BOSTON
MA
02199
0
1
0
0
President
1
Class A Common Stock
2024-05-08
4
C
0
186079
0
A
635516
D
Class A Common Stock
2024-05-08
4
C
0
90057
0
A
725573
D
Class A Common Stock
2024-05-08
4
S
0
276136
15.19
D
449437
D
Class A Common Stock
2024-05-09
4
C
0
36483
0
A
485920
D
Class A Common Stock
2024-05-09
4
S
0
36483
15.05
D
449437
D
Employee Stock Option (Right to Buy)
0
2024-05-08
4
M
0
90057
0
D
2027-01-26
Class B Common Stock
90057
0
D
Class B Common Stock
0
2024-05-08
4
M
0
90057
0
A
Class A Common Stock
90057
1300857
D
Class B Common Stock
0
2024-05-08
4
C
0
90057
0
D
Class A Common Stock
90057
1210800
D
Employee Stock Option (Right to Buy)
1.23
2024-05-08
4
M
0
186079
0
D
2029-04-01
Class B Common Stock
186079
36483
D
Class B Common Stock
0
2024-05-08
4
M
0
186079
0
A
Class A Common Stock
186079
1396879
D
Class B Common Stock
0
2024-05-08
4
C
0
186079
0
D
Class A Common Stock
186079
1210800
D
Employee Stock Option (Right to Buy)
1.23
2024-05-09
4
M
0
36483
0
D
2029-04-01
Class B Common Stock
36483
0
D
Class B Common Stock
0
2024-05-09
4
M
0
36483
0
A
Class A Common Stock
36483
1247283
D
Class B Common Stock
0
2024-05-09
4
C
0
36483
0
D
Class A Common Stock
36483
1210800
D
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.
In previous Form 4 filings, an incorrect amount was reported in Column 5 of Table I by a deficit of 76 shares. The Reporting Person's correct stock ownership is reflected in Column 5 of this Form 4.
The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 12, 2023.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $15.00 to $15.46, 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 this footnote (4) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $15.00 to $15.22, 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 this footnote (5) to this Form 4.
This stock option is fully vested.
The Class B Common Stock is convertible at any time at the option of the holder into Class A Common Stock on a one-to-one basis and will mandatorily convert into Class A Common Stock on the date that is seven years from the date of the prospectus used in connection with the IPO and upon the occurrence of certain other events as set forth in the Issuer's certificate of incorporation.
/s/ David Mason, as attorney-in-fact
2024-05-10