Eugenie Levin - 04 Dec 2024 Form 4/A - Amendment Insider Report for SEMrush Holdings, Inc. (SEMR)

Role
President
Signature
/s/ David Mason, as attorney-in-fact
Issuer symbol
SEMR
Transactions as of
04 Dec 2024
Net transactions value
$0
Form type
4/A - Amendment
Filing time
10 Mar 2025, 18:39:06 UTC
Date Of Original Report
04 Dec 2024
Previous filing
04 Dec 2024
Next filing
10 Jan 2025
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 +14,400 +2.4% $0.000000 616,292 04 Dec 2024 Direct F1
transaction SEMR Class A Common Stock Conversion of derivative security $0 +43,200 +7.3% $0.000000 638,149 17 Jan 2025 Direct F1
transaction SEMR Class A Common Stock Conversion of derivative security $0 +28,800 +4.8% $0.000000 623,749 21 Jan 2025 Direct F1
transaction SEMR Class A Common Stock Conversion of derivative security $0 +15,093 +2.5% $0.000000 610,042 03 Feb 2025 Direct F1
transaction SEMR Class A Common Stock Conversion of derivative security $0 +1,147 +0.19% $0.000000 596,096 04 Feb 2025 Direct F1
transaction SEMR Class A Common Stock Conversion of derivative security $0 +12,560 +2.1% $0.000000 607,509 18 Feb 2025 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 Class B Common Stock Conversion of derivative security -14,400 -1.2% 1,138,800 04 Dec 2024 Class A Common Stock 14,400 $0.000000 Direct F2
transaction SEMR Class B Common Stock Conversion of derivative security -43,200 -3.8% 1,095,600 17 Jan 2025 Class A Common Stock 43,200 $0.000000 Direct F2
transaction SEMR Class B Common Stock Conversion of derivative security -28,800 -2.6% 1,066,800 21 Jan 2025 Class A Common Stock 28,800 $0.000000 Direct F2
transaction SEMR Class B Common Stock Conversion of derivative security -15,093 -1.4% 1,051,707 03 Feb 2025 Class A Common Stock 15,093 $0.000000 Direct F2
transaction SEMR Class B Common Stock Conversion of derivative security -1,147 -0.11% 1,050,560 04 Feb 2025 Class A Common Stock 1,147 $0.000000 Direct F2
transaction SEMR Class B Common Stock Conversion of derivative security -12,560 -1.2% 1,038,000 18 Feb 2025 Class A Common Stock 12,560 $0.000000 Direct F2
* 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 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:

The Reporting Person filed Form 4s to report the sales of shares pursuant to a Rule 10b5-1 trading plan; such Form 4s were originally filed on December 4, 2024, January 21, 2025, January 22, 2025, February 4, 2025 and February 18, 2025. Such Form 4s inadvertently did not report the conversion of shares of Class B Common Stock to Class A Common Stock on such dates. This Form 4/A makes the correction to indicate that the conversion of shares of Class B Common Stock to Class A Common Stock occurred on such dates prior to the respective sales transactions reported in such Form 4s.