Mark Vranesh - Jul 24, 2023 Form 4 Insider Report for SEMrush Holdings, Inc. (SEMR)

Role
Director
Signature
/s/ David Mason, as attorney-in-fact
Stock symbol
SEMR
Transactions as of
Jul 24, 2023
Transactions value $
-$150,608
Form type
4
Date filed
7/26/2023, 05:44 PM
Previous filing
Jun 12, 2023
Next filing
Nov 16, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SEMR Class A Common Stock Sale -$23.1K -2.31K -1.43% $10.01 159K Jul 24, 2023 Direct F1, F2, F3
transaction SEMR Class A Common Stock Sale -$49.8K -4.96K -3.11% $10.04 154K Jul 25, 2023 Direct F1, F3, F4
transaction SEMR Class A Common Stock Sale -$77.7K -7.73K -5.01% $10.05 147K Jul 26, 2023 Direct F1, F3, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 17, 2023.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $10.00 to $10.07, 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 footnote (2) to this Form 4.
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.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $10.00 to $10.13, 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 footnote (4) to this Form 4.
F5 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $10.00 to $10.10, 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 footnote (5) to this Form 4.

Remarks:

Exhibit 24 - Power of Attorney