Brian Mulroy - 15 Dec 2025 Form 4 Insider Report for SEMrush Holdings, Inc. (SEMR)

Role: Chief Financial Officer
Signature: /s/ David Mason, as attorney-in-fact
Issuer symbol: SEMR
Transactions as of: 15 Dec 2025
Net transactions value: -$2,360,365
Form type: 4
Filing time: 17 Dec 2025, 18:56:52 UTC
Previous filing: 02 Dec 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Mulroy Brian	Chief Financial Officer	C/O SEMRUSH HOLDINGS, INC., 800 BOYLSTON STREET, SUITE 2475, BOSTON	/s/ David Mason, as attorney-in-fact	17 Dec 2025	0001974521

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SEMR	Class A Common Stock	Award	$0	+337,268	+38%	$0.000000	1,218,536	15 Dec 2025	Direct	F1, F2
transaction	SEMR	Class A Common Stock	Tax liability	$1,173,440	-98,941	-8.1%	$11.86	1,119,595	15 Dec 2025	Direct	F2, F3
transaction	SEMR	Class A Common Stock	Sale	$1,186,925	-100,078	-8.9%	$11.86	1,019,517	16 Dec 2025	Direct	F2, F4

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

Explanation of Responses:

Id	Content
F1	Consists of a grant of a restricted stock unit ("RSU") award under the Issuer's 2021 Stock Option and Incentive Plan. Each RSU represents a right to receive one share of the Issuer's Class A Common Stock upon vesting. The RSUs shall vest over a period of three years, with one-third vesting on December 15, 2026, and then in equal quarterly installments over the 24-month period thereafter.
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	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 December 15, 2025, from the vesting of 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 December 15, 2025.
F4	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $11.86 to $11.88, 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 (4) to this Form 4.