Eugenie Levin - Sep 22, 2021 Form 4/A - Amendment Insider Report for SEMrush Holdings, Inc. (SEMR)

Role
Chief Strategy and CDO
Signature
/s/ Sharon Levine, Attorney-in-fact
Stock symbol
SEMR
Transactions as of
Sep 22, 2021
Transactions value $
-$2,400
Form type
4/A - Amendment
Date filed
10/12/2021, 07:56 PM
Date Of Original Report
Oct 6, 2021
Next filing
Oct 6, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SEMR Class A Common Stock Conversion of derivative security $0 +45K $0.00 45K Sep 22, 2021 Direct
transaction SEMR Class A Common Stock Sale -$2.4K -100 -0.22% $24.00 44.9K Oct 6, 2021 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SEMR Class B Common Stock Conversion of derivative security -45K -3.58% 1.21M Sep 22, 2021 Class A Common Stock 45K $0.00 Direct F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.

Remarks:

The reporting person inadvertently did not report the September 22, 2021 conversion of 45,000 shares of Class B common stock to Class A common stock. Accordingly, each filing previously made for the reporting person after September 22, 2021 should be read to include an additional 45,000 shares of Class A common stock as held directly by the reporting person in column 5 of Table I. On October 6, 2021, the Reporting person filed a Form 4 which erroneously included an exercise of options and conversion of shares of Class B common stock to Class A common stock on October 6, and the subsequent sale of such shares. This Form 4/A has been filed to report that the exercise of options and related conversion of shares of Class B common stock did not occur. This Form 4/A shows the sale of Class A shares that did occur on such date.