Oleg Shchegolev - Jul 18, 2025 Form 4 Insider Report for SEMrush Holdings, Inc. (SEMR)

Role: Chief Technology Officer, Director, 10%+ Owner
Signature: /s/ David Mason, as attorney-in-fact
Stock symbol: SEMR
Transactions as of: Jul 18, 2025
Transactions value $: -$175,474
Form type: 4
Date filed: 7/22/2025, 04:40 PM
Previous filing: Jun 13, 2025
Next filing: Sep 2, 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Shchegolev Oleg	Chief Technology Officer, Director, 10%+ Owner	C/O SEMRUSH HOLDINGS, INC., 800 BOYLSTON STREET, SUITE 2475, BOSTON	/s/ David Mason, as attorney-in-fact	2025-07-22	0001849417

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SEMR	Class A Common Stock	Tax liability	-$175K	-19.7K	-0.27%	$8.91	7.34M	Jul 18, 2025	Direct	F1, F2
holding	SEMR	Class A Common Stock						3.14M	Jul 18, 2025	Shchegolev Holdings, LLC	F3
holding	SEMR	Class A Common Stock						26.7M	Jul 18, 2025	The Oleg Shchegolev Irrevocable Non-Exempt Trust of 2020	F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents shares of Class A Common Stock withheld by the Company to satisfy tax withholding obligations in connection with the net issuance of shares of Class A Common Stock delivered to the Reporting Person on July 18, 2025, from the vesting of restricted stock units ("RSUs"). The number of shares withheld by the Company to satisfy tax withholding obligations (and the net issuance) is based on the closing price of the Company's Class A Common Stock on July 18, 2025.
F2	A portion of these shares represent RSUs. Each RSU represents a right to receive one share of the Issuer's Class A Common Stock upon vesting.
F3	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.
F4	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.