Eugenie Levin - 24 Jul 2024 Form 4 Insider Report for SEMrush Holdings, Inc. (SEMR)

Role
President
Signature
/s/ David Mason, as attorney-in-fact
Issuer symbol
SEMR
Transactions as of
24 Jul 2024
Net transactions value
$0
Form type
4
Filing time
26 Jul 2024, 17:02:54 UTC
Previous filing
09 Jul 2024
Next filing
04 Oct 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SEMR Class A Common Stock Conversion of derivative security $0 +160,000 +36% $0.000000 605,680 24 Jul 2024 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SEMR Employee Stock Option (Right to Buy) Options Exercise $0 -160,000 -59% $0.000000 111,408 24 Jul 2024 Class B Common Stock 160,000 $1.23 Direct F2
transaction SEMR Class B Common Stock Options Exercise +160,000 +13% 1,370,800 24 Jul 2024 Class A Common Stock 160,000 $0.000000 Direct F3
transaction SEMR Class B Common Stock Conversion of derivative security -160,000 -12% 1,210,800 24 Jul 2024 Class A Common Stock 160,000 $0.000000 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 The stock option is fully vested.
F3 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.

Remarks:

On November 7, 2023, the Reporting Person filed a Form 4 which erroneously stated "281,308" as the number of derivative securities beneficially owned following reported transaction(s) in column 9 of Table II instead of "271,408". The balance in column 9 of Table II of this Form 4 corrects this error.