SEMrush Holdings, Inc. — Director's Dealing 2021

Mar 25, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: SEMrush Holdings, Inc. (SEMR)
CIK: 0001831840
Period of Report: 2021-03-24

Reporting Person: Belanger Jeffrey (Chief Human Resources Officer)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	0	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$1.86	2030-07-28	Common Stock (209484.0)		Direct
Stock Option (Right to Buy)	$1.86	2030-07-28	Common Stock (119016.0)		Direct

Footnotes

F1: Immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of the Issuer's Preferred Stock into Common Stock, each share of Common Stock will be reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.

F2: The stock option vests 25% on July 6, 2021 and the remainder vests in equal monthly installments, such that the option will be fully vested as of July 6, 2024, subject to the Reporting Person's continuous employment with the Issuer on each such date.

F3: The stock option vests 25% on July 6, 2021 and the remainder vests in equal monthly installments, such that the option will be fully vested as of December 6, 2023, subject to the Reporting Person's continuous employment with the Issuer on each such date.