Oleg Shchegolev - 20 May 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
Issuer symbol
SEMR
Transactions as of
20 May 2025
Transactions value $
-$25,025,000
Form type
4
Filing time
22 May 2025, 16:30:25 UTC
Previous filing
04 Apr 2025
Next filing
13 Jun 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 22 May 2025 0001849417

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SEMR Class A Common Stock Sale -$25M -2.5M -8.55% $10.01 26.7M 20 May 2025 The Oleg Shchegolev Irrevocable Non-Exempt Trust of 2020 F1, F2
holding SEMR Class A Common Stock 7.4M 20 May 2025 Direct F3
holding SEMR Class A Common Stock 3.09M 20 May 2025 Shchegolev Holdings, LLC F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reported securities were sold by The Oleg Shchegolev Irrevocable Non-Exempt Trust of 2020 to a registered broker in a block trade at a per share price of $10.01.
F2 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.
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 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.