| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | SEMR | Class A Common Stock | Gift | $0 | -9.38M | -100% | $0.00* | 0 | Dec 15, 2023 | The Dmitry Melnikov Grantor Retained Annuity Trust - One | F1, F2 |
| transaction | SEMR | Class A Common Stock | Gift | $0 | +9.38M | $0.00 | 9.38M | Dec 15, 2023 | The Melnikov Family GRAT Remainder Trust | F3 | |
| transaction | SEMR | Class A Common Stock | Sale | -$18.5K | -1.45K | -0.05% | $12.74 | 2.97M | Jan 3, 2024 | Direct | F4, F5, F6, F7 |
| holding | SEMR | Class A Common Stock | 1.35M | Dec 15, 2023 | The Dmitry Melnikov Grantor Retained Annuity Trust - Three | F8, F9 | |||||
| holding | SEMR | Class A Common Stock | 5.92M | Dec 15, 2023 | Min Choron LLC | F10 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | SEMR | Class B Common Stock | Gift | $0 | -7.39M | -100% | $0.00* | 0 | Dec 15, 2023 | Class A Common Stock | 7.39M | $0.00 | The Dmitry Melnikov Grantor Retained Annuity Trust - One | F2, F11 |
| transaction | SEMR | Class B Common Stock | Gift | $0 | +7.39M | $0.00 | 7.39M | Dec 15, 2023 | Class A Common Stock | 7.39M | $0.00 | The Melnikov Family GRAT Remainder Trust | F3, F11 |
| Id | Content |
|---|---|
| F1 | The amount of Class A Common Stock excludes 1,235,716 shares of the Issuer's Class A Common Stock that The Dmitry Melnikov Grantor Retained Annuity Trust - One ("GRAT One") distributed without value to the Reporting Person on December 15, 2023 as an annuity payment which was exempt pursuant to Rule 16a-13. |
| F2 | These shares are owned by GRAT 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. |
| F3 | These shares are owned by The Melnikov Family GRAT Remainder Trust, 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, 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 | The sale reported in this Form 4 represents the sale of shares necessary to meet tax withholding obligations as a result of vesting of restricted stock units ("RSUs") on January 1, 2024. The sale does not represent a discretionary trade by the Reporting Person. |
| F5 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $12.69 to $12.84, 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. |
| F6 | The amount of Class A Common Stock includes 1,235,716 shares of the Issuer's Class A Common Stock that GRAT One distributed without value to the Reporting Person on December 15, 2023 and 408,910 shares of the Issuer's Class A Common Stock that The Dmitry Melnikov Grantor Retained Annuity Trust - Three ("GRAT Three") distributed without value to the Reporting Person on December 13, 2023, in each case as an annuity payment which was exempt pursuant to Rule 16a-13. |
| F7 | A portion of these shares represent represent restricted stock units ("RSUs"). Each RSU represents a right to receive one share of the Issuer's Class A Common Stock upon vesting. |
| F8 | The amount of Class A Common Stock excludes 408,910 shares of the Issuer's Class A Common Stock that GRAT Three distributed without value to the Reporting Person on December 13, 2023 as an annuity payment which was exempt pursuant to Rule 16a-13. |
| F9 | These shares are owned by GRAT 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. |
| F10 | 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. |
| F11 | 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 Issuer's initial public offering and upon the occurrence of certain other events as set forth in the Issuer's certificate of incorporation. The Class B Common Stock has no expiration date. |