Melnikov Dmitry - 26 Oct 2023 Form 4 Insider Report for SEMrush Holdings, Inc. (SEMR)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
30 Oct 2023, 17:23:34 UTC
Prior SEC filing
25 Oct 2023
Next SEC filing
02 Nov 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ David Mason, as attorney-in-fact

Key filing fact

Melnikov Dmitry filed Form 4 for SEMrush Holdings, Inc. (SEMR) on 30 Oct 2023.

Key facts

  • This page summarizes Melnikov Dmitry's Form 4 filing for SEMrush Holdings, Inc. (SEMR).
  • 3 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 30 Oct 2023, 17:23.

Change

  • Previous filing in this sequence was filed on 25 Oct 2023.
  • Current net transaction value: -$509,684.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

SEMR transaction

Class A Common Stock

Sale

Transaction value
$170,982
Shares
-21,135
Change %
-1.2%
Price
$8.09
Shares after
1,683,596
Date
26 Oct 2023
Ownership
Direct
Footnotes
F1, F2, F3
SEMR transaction

Class A Common Stock

Sale

Transaction value
$78,373
Shares
-9,760
Change %
-0.58%
Price
$8.03
Shares after
1,673,836
Date
27 Oct 2023
Ownership
Direct
Footnotes
F1, F3, F4
SEMR transaction

Class A Common Stock

Sale

Transaction value
$260,330
Shares
-32,219
Change %
-1.9%
Price
$8.08
Shares after
1,641,617
Date
30 Oct 2023
Ownership
Direct
Footnotes
F1, F3, F5
SEMR holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
10,619,375
Date
26 Oct 2023
Ownership
The Dmitry Melnikov Grantor Retained Annuity Trust - One
Footnotes
F6
SEMR holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
1,755,885
Date
26 Oct 2023
Ownership
The Dmitry Melnikov Grantor Retained Annuity Trust - Three
Footnotes
F7
SEMR holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
5,924,595
Date
26 Oct 2023
Ownership
Min Choron LLC
Footnotes
F8
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Rule 10b5-1 trading plan

These transactions were reported as open-market trades under a Rule 10b5-1 plan. The plan lets an insider set trading instructions in advance, which can reduce the risk of trading while in possession of material nonpublic information.

Original filing language: transaction made pursuant to a contract, instruction, or written plan intended to satisfy Rule 10b5-1(c).

Explanation of responses 8 footnotes

Footnote F1

The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 13, 2023.

Footnote F2

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $8.01 to $8.25, 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 (2) to this Form 4.

Footnote F3

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.

Footnote F4

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $7.94 to $8.12, 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.

Footnote F5

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $8.03 to $8.19, 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.

Footnote F6

These shares are owned by The Dmitry Melnikov Grantor Retained Annuity Trust - One, a trust for the benefit of certain members of the Reporting Person's family and of which IQ EQ Trust Company, US, LLC is the trustee. The Reporting Person's spouse is the trust advisor. The trust advisor directs the trustee as to how to vote and/or dispose of the assets in trust. 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.

Footnote F7

These shares are owned by The Dmitry Melnikov Grantor Retained Annuity Trust - Three, a trust for the benefit of certain members of the Reporting Person's family and of which IQ EQ Trust Company, US, LLC is the trustee. The Reporting Person's spouse is the trust advisor. The trust advisor directs the trustee as to how to vote and/or dispose of the assets in trust. 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.

Footnote F8

These shares are owned by Min Choron LLC, a trust for the benefit of certain members of the Reporting Person's family and of which IQ EQ Trust Company, US, LLC is the trustee. The Reporting Person's spouse is the trust advisor. The trust advisor directs the trustee as to how to vote and/or dispose of the assets in trust. 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.

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