| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Melnikov Dmitry | Director, 10%+ Owner | C/O SEMRUSH HOLDINGS, INC., 800 BOYLSTON STREET, SUITE 2475, BOSTON | /s/ David Mason, as attorney-in-fact | 02 Oct 2025 | 0001849699 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | SEMR | Class A Common Stock | Sale | $10,067 | -1,408 | -0.11% | $7.15 | 1,281,956 | 01 Oct 2025 | Direct | F1, F2, F3 |
| holding | SEMR | Class A Common Stock | 8,683,659 | 01 Oct 2025 | The Melnikov Family GRAT Remainder Trust | F4 | |||||
| holding | SEMR | Class A Common Stock | 5,924,595 | 01 Oct 2025 | Min Choron LLC | F5 | |||||
| holding | SEMR | Class A Common Stock | 914,033 | 01 Oct 2025 | The Dmitry Melnikov Grantor Retained Annuity Trust - Three | F6 | |||||
| holding | SEMR | Class A Common Stock | 734,437 | 01 Oct 2025 | The Dmitry Melnikov Grantor Retained Annuity Trust - Four | F7 | |||||
| holding | SEMR | Class A Common Stock | 1,343,131 | 01 Oct 2025 | The Dmitry Melnikov Grantor Retained Annuity Trust - Five | F8 |
| Id | Content |
|---|---|
| F1 | The sale reported in this Form 4 represents the sale of shares necessary to meet tax withholding obligations as a result of vesting of restricted stock units ("RSUs") on October 1, 2025. The sale does not represent a discretionary trade by the Reporting Person. |
| F2 | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $7.10 to $7.17, 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 | A portion of these shares represent RSUs. Each RSU represents a right to receive one share of the Issuer's Class A Common Stock upon vesting. |
| F4 | These shares are owned by The Melnikov Family GRAT Remainder Trust, a trust for the benefit of certain members of the Reporting Person's family. The Reporting Person disclaims Section 16 beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose. |
| F5 | These shares are owned by Min Choron LLC, which is wholly owned by The Melnikov Family Dynasty Trust, a trust for the benefit of certain members of the Reporting Person's family and of which IQ EQ Trust Company, US, LLC is the trustee. The Reporting Person's spouse is the trust advisor. The trust advisor directs the trustee as to how to vote and/or dispose of the assets in trust. The Reporting Person disclaims Section 16 beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose. |
| F6 | These shares are owned by The Dmitry Melnikov Grantor Retained Annuity Trust - Three, a grantor retained annuity trust for the benefit of the Reporting Person, and the ultimate beneficiaries of which are certain members of the Reporting Person's family. The Reporting Person disclaims Section 16 beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose. |
| F7 | These shares are owned by The Dmitry Melnikov Grantor Retained Annuity Trust - Four, a grantor retained annuity trust for the benefit of the Reporting Person, and the ultimate beneficiaries of which are certain members of the Reporting Person's family. The Reporting Person disclaims Section 16 beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose. |
| F8 | These shares are owned by The Dmitry Melnikov Grantor Retained Annuity Trust - Five, a grantor retained annuity trust for the benefit of the Reporting Person, and the ultimate beneficiaries of which are certain members of the Reporting Person's family. The Reporting Person disclaims Section 16 beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose. |