SEMrush Holdings, Inc. — Director's Dealing 2025

Dec 10, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SEMrush Holdings, Inc. (SEMR)
CIK: 0001831840
Period of Report: 2025-12-08

Reporting Person: Warden Andrew (Chief Marketing Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-12-08	Class A Common Stock	M	84585	$9.78	Acquired	437199	Direct
2025-12-08	Class A Common Stock	S	196115.11	$11.84	Disposed	241083.89	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-12-08	Employee Stock Option (Right to Buy)	$9.78	M	84585	Disposed	2033-04-21	Class A Common Stock (84585)	Direct

Footnotes

F1: A portion of these shares represent restricted stock units ("RSUs"). Each RSU represents a right to receive one share of the Issuer's Class A Common Stock upon vesting.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $11.84 to $11.85, 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 (2) to this Form 4.

F3: As of December 1, 2025, 84,585 shares underlying this stock option were vested and available for exercise. This stock option was granted on April 21, 2023 and is subject to following vesting schedule: 25% of the stock option shall vest on the twelve (12) month anniversary of 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 options each month for the first 35 months and 2.5% of such options for the 36th month, subject to the Reporting Person's continuous employment with the Issuer on each such date.