SEMrush Holdings, Inc. — Director's Dealing 2022

Apr 5, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SEMrush Holdings, Inc. (SEMR)
CIK: 0001831840
Period of Report: 2022-04-01

Reporting Person: Warden Andrew (Chief Marketing Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-04-01	Class A Common Stock	A	33444	—	Acquired	33444	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-04-01	Employee Stock Option (Right to Buy)	$11.96	A	63694	Acquired	2032-04-01	Class A Common Stock (63694.0)	Direct

Footnotes

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. 25% of the RSUs shall vest on April 1, 2023, and the remainder shall vest in quarterly installments over a 36-month period thereafter, starting on July 1, 2023, at a rate of 6.25% of such RSUs each quarter.

F2: 25% of the shares underlying this option shall vest on April 1, 2023, and the remainder shall vest in monthly installments over a 36-month period thereafter, at a rate of 2.07% of such shares each month for the first 35 months and 2.5% of such shares for the 36th month, subject to the Reporting Person's continuous employment with the Issuer on each such date.