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Humenik Delbert M's Form 4 filing

SEMrush Holdings, Inc. (SEMR) · filed Nov 3, 2021

Accession no.
0001472414-21-000010
Filed
Nov 3, 2021
Trade date
Nov 1-3, 2021
Filing delay
2 days
Rule 10b5-1 plan
Not on the form (before 2023)

This filing lists 8 non-derivative transactions and 9 derivative transactions. Open-market sales total $1.51M. It was filed 2 days after the trade.

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
Humenik Delbert MCIK 0001472414Officer (Chief Revenue Officer)

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Nov 1, 2021Class A Common StockCConversionAcquired+17,000$0.00$063,948Direct
Nov 1, 2021Class A Common StockSSaleDisposed−16,300$24.66F2−$401,95847,648Direct
Nov 1, 2021Class A Common StockSSaleDisposed−700$25.02−$17,51446,948Direct
Nov 2, 2021Class A Common StockCConversionAcquired+18,544$0.00$065,492Direct
Nov 2, 2021Class A Common StockSSaleDisposed−18,544$24.61F3−$456,367.8446,948Direct
Nov 3, 2021Class A Common StockCConversionAcquired+24,456$0.00$071,404Direct
Nov 3, 2021Class A Common StockSSaleDisposed−14,456$25.79−$372,820.2456,948Direct
Nov 3, 2021Class A Common StockSSaleDisposed−10,000$25.79−$257,90046,948Direct

Derivative securities (Table II)

Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
Nov 1, 2021Class B Common StockMOption exerciseDisposed−17,000–F5–88,930Direct
Nov 1, 2021Class A Common StockMOption exerciseAcquired+17,000–F5–17,000Direct
Nov 1, 2021Class A Common StockCConversionDisposed−17,000–F5–0Direct
Nov 2, 2021Class B Common StockMOption exerciseDisposed−18,544–F5–70,386Direct
Nov 2, 2021Class A Common StockMOption exerciseAcquired+18,544–F5–18,544Direct
Nov 2, 2021Class A Common StockCConversionDisposed−18,544–F5–0Direct
Nov 3, 2021Class B Common StockMOption exerciseDisposed−24,456–F5–45,930Direct
Nov 3, 2021Class A Common StockMOption exerciseAcquired+24,456–F5–24,456Direct
Nov 3, 2021Class A Common StockCConversionDisposed−24,456–F5–0Direct

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F2

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $24.0100 to $24.9700, 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.

Referenced by the price of 1 transaction in Table I.

F3

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $24.0900 to $24.9500, 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 (3) to this Form 4.

Referenced by the price of 1 transaction in Table I.

F5

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 IPO and upon the occurrence of certain other events as set forth in the Issuer's certificate of incorporation.

Referenced by the price of 9 transactions in Table II.

Remarks

The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 11, 2021.

Read the full filing on SEC EDGAR (opens in a new tab)