Statistik Asas
| CIK | 1831840 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Semrush Holdings, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.
| August 7, 2025 |
amendedandrestatedexecut ACTIVE/123273267.1 SEMRUSH, INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (“Agreement”) dated as of May 19, 2025 (the “Effective Date”), is made between Semrush Holdings, Inc., a Delaware corporation, and/or to the extent applicable, its subsidiary entities (the “Company”), and Brian Mulroy (the “Executive”). Except with resp |
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| August 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40276 Semrush Holdings, Inc |
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| August 4, 2025 |
Semrush Announces Second Quarter 2025 Financial Results Exhibit 99.1 Semrush Announces Second Quarter 2025 Financial Results •Second quarter revenue of $108.9 million, up 20% year-over-year •Customers paying more than $50,000 annually increased 83% year-over-year •Semrush named Leader in SEO Solutions by Forrester •Company announces $150 million share repurchase program August 4, 2025 – BOSTON – (BUSINESS WIRE) – Semrush Holdings, Inc. (NYSE: SEMR), a |
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| August 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 4, 2025 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission F |
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| August 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 29, 2025 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4 |
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| June 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 5, 2025 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission Fil |
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| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40276 Semrush Holdings, In |
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| May 7, 2025 |
Semrush Announces First Quarter 2025 Financial Results Exhibit 99.1 Semrush Announces First Quarter 2025 Financial Results •First quarter revenue of $105.0 million, up 22% year-over-year •Achieved ARR of $424.7 million, up 20% year-over-year •Net cash provided by operating activities of $22.1 million in Q1 •Company reiterates full year guidance May 7, 2025 – BOSTON – (BUSINESS WIRE) – Semrush Holdings, Inc. (NYSE: SEMR), a leading online visibility ma |
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| May 7, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 7, 2025 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission File |
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| May 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 29, 2025 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission F |
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| May 5, 2025 |
Semrush Strengthens Leadership with Appointment of Caroline Tsay to Board of Directors Exhibit 99.1 Semrush Strengthens Leadership with Appointment of Caroline Tsay to Board of Directors May 5, 2025 — BOSTON, MA — (BUSINESS WIRE) — Semrush Holdings, Inc. (NYSE: SEMR), a leading online visibility management SaaS platform, appointed Caroline Tsay to its Board as an independent director effective May 1, 2025. Ms. Tsay will become the ninth director of the Board. “We are delighted to ha |
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| April 17, 2025 |
2024 ANNUAL REPORT Semrush 2024 Annual Report Dear Shareholders, Sixteen years ago we launched Semrush as dreamers, with a single SEO solution in an emerging market. |
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| April 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 3, 2025 |
Semrush Holdings, Inc. Insider Trading Policy. Revised July 25, 2023 SEMRUSH HOLDINGS, INC. INSIDER TRADING POLICY This memorandum sets forth the policy of Semrush Holdings, Inc. and its subsidiaries (collectively, the “Company”) regarding trading in the Company’s securities as described below and the disclosure of information concerning the Company. This Insider Trading Policy (the “Insider Trading Policy”) is designed to prevent insider trad |
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| March 3, 2025 |
Exhibit 10.20 SEMRUSH, INC. EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) dated as of March 10, 2025 (the “Effective Date”), is made between Semrush Holdings, Inc., a Delaware corporation, and/or to the extent applicable, its subsidiary entities (the “Company”), and William Wagner (the “Executive”). Except with respect to the Equity Documents (as defined below), this Agreement super |
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| March 3, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Semrush Holdings, Inc. |
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| March 3, 2025 |
Non-Employee Director Compensation Policy Adopted: April 19, 2024 SEMRUSH HOLDINGS, INC. AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The purpose of this Amended and Restated Non-Employee Director Compensation Policy (the “Policy”) of SEMrush Holdings, Inc. (the “Company”) is to provide a total compensation package that enables the Company to attract and retain, on a long- term basis, high-caliber directors who are not e |
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| March 3, 2025 |
ACTIVE/136235918.3 Exhibit 4.3 DESCRIPTION OF CAPITAL STOCK General As of December 31, 2024, Semrush Holdings, Inc. (“we,” “our” or “us”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): our Class A common stock, $0.00001 per share. The following descriptions are summaries of the material terms of our Amended and Resta |
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| March 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40276 Semrush Holding |
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| March 3, 2025 |
As filed with the Securities and Exchange Commission on March 3, 2025 As filed with the Securities and Exchange Commission on March 3, 2025 Registration No. |
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| March 3, 2025 |
Subsidiaries of the Registrant. Exhibit 21.1 List of Subsidiaries of Semrush Holdings, Inc. Subsidiary Jurisdiction of Organization Semrush Inc. Delaware Semrush Securities Corporation Massachusetts SEMrush CZ s.r.o. Prague, Czech Republic Datos, Inc. (60%) Delaware SEMrush CY LTD Republic of Cyprus Prowly.com s. p. z o. o. Poland Brand 24 S.A. (76.9%) Poland Semrush Development S.L.U. Spain Semrush B.V. Netherlands Semrush AM L |
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| February 26, 2025 |
Exhibit 99.1 Semrush Announces Fourth Quarter and Full Year 2024 Financial Results •SaaS industry veteran and Semrush Director William (Bill) R. Wagner to become CEO •Co-Founder Oleg Shchegolev, CEO for over 16 years, to focus exclusively on product innovation and AI as new CTO •Fourth quarter revenue of $102.6 million, up 23% year-over-year •Full year revenue of $376.8 million, up 22% year-over-y |
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| February 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 22, 2025 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commissio |
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| November 14, 2024 |
SEMR / Semrush Holdings, Inc. / Greycroft Growth II, L.P. - SC 13G/A Passive Investment SC 13G/A 1 tm2427620d11sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Semrush Holdings, Inc. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 81686C104 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this |
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| November 14, 2024 |
SEMR / Semrush Holdings, Inc. / CAT ROCK CAPITAL MANAGEMENT LP - SC 13G/A Passive Investment SC 13G/A 1 ef20037897sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Semrush Holdings, Inc. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 81686C104 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of This St |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40276 Semrush Holdings |
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| November 7, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 7, 2024 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission |
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| November 7, 2024 |
Exhibit 99.1 Semrush Announces Third Quarter 2024 Financial Results •Third quarter revenue of $97.4 million, up 24% year-over-year •ARR of $401 million, up 24% year-over-year •Third quarter net cash provided by operating activities of $8.1 million •Company raises full year 2024 revenue and non-GAAP operating margin guidance November 7, 2024 — BOSTON — (BUSINESS WIRE) — Semrush Holdings, Inc. (NYSE |
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| October 10, 2024 |
SEMR / Semrush Holdings, Inc. / SEMR Holdings Ltd. Passive Investment SC 13G/A 1 s13gasemrushhldgs100724.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) * SEMrush Holdings, Inc. (Name of Issuer) Class A Common Stock, |
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| October 10, 2024 |
SEMR / Semrush Holdings, Inc. / Siguler Guff Advisers, LLC Passive Investment SC 13G 1 semr13gforsga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) * SEMrush Holdings, Inc. (Name of Issuer) Class A Common Stock, par value $0 |
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| October 1, 2024 |
10.01.2024New York Agenda 2SEMRUSH ANALYST DAY 2024 History & Vision Oleg Shchegolev — CEO Product Strategy Eugene Levin — President Enterprise SEO Solution Andrew Warden — CMO Go To Market Strategy Andrew Warden & Tommie OʼBrien — CMO & CSO Financial Strategy Brian Mulroy — CFO Q&A Break → → → → → → Safe Harbor 3 This presentation will contain forward-looking statements which are made pursuant to |
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| October 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 1, 2024 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission |
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| August 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40276 Semrush Holdings, Inc |
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| August 5, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 5, 2024 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission F |
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| August 5, 2024 |
Exhibit 99.1 Semrush Announces Second Quarter 2024 Financial Results •Second quarter revenue of $91.0 million, up 22% year-over-year •ARR of $377.7 million, up 25% year-over-year •Second quarter net cash provided by operating activities of $12.1 million •Raises full year 2024 revenue guidance •Company announces Analyst Day on October 1st, 2024 August 5, 2024 — BOSTON — (BUSINESS WIRE) — Semrush Ho |
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| June 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 6, 2024 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission Fil |
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| June 10, 2024 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SEMRUSH HOLDINGS, INC. (Pursuant to Section 242 of the General Corporation Law of the State of Delaware) SEMrush Holdings, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1.The Corporation was originally incorporated p |
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| May 8, 2024 |
Summary of Compensatory Arrangement between the Registrant and Roman Simonov. Exhibit 10.1 Summary of Compensatory Arrangement between the Registrant and Roman Simonov On February 15, 2024, in connection with Roman Simonov’s resignation from the Board of Directors (the “Board”) of Semrush Holdings, Inc. (the “Company”), the Board (i) accelerated the vesting of 21,602 restricted stock units granted on July 25, 2023, that otherwise would have vested on the earlier of July 25, |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40276 Semrush Holdings, In |
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| May 6, 2024 |
Exhibit 99.1 Semrush Announces First Quarter 2024 Financial Results •First quarter revenue of $85.8 million, up 21% year-over-year •ARR of $354.2 million, up 21% year-over-year •First quarter net cash provided by operating activities of $14.8 million •First quarter free cash flow of $12.0 million, free cash flow margin of 14.0% •New Enterprise SEO Platform now Generally Available (GA) May 6, 2024 |
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| May 6, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 6, 2024 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission File |
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| April 18, 2024 |
2023 Annual Report In 2023, we expanded our leadership position in the online visibility industry and combined strong durable growth with improving profitability, achievements even more impressive in a challenging economic environment. |
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| April 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 7, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Semrush Holdings, Inc. |
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| March 7, 2024 |
As filed with the Securities and Exchange Commission on March 7, 2024 As filed with the Securities and Exchange Commission on March 7, 2024 Registration No. |
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| March 7, 2024 |
Subsidiaries of the Registrant Exhibit 21.1 List of Subsidiaries of Semrush Holdings, Inc. Subsidiary Jurisdiction of Organization Semrush Inc. Delaware SEMrush CY LTD Republic of Cyprus SEMrush CZ s.r.o. Prague, Czech Republic Prowly.com s. p. z o. o. Poland Semrush Securities Corporation Massachusetts Semrush Development S.L.U. Spain Semrush B.V. Netherlands Semrush AM LLC Armenia Semrush GmbH Germany Semrush RS d.o.o. Beogra |
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| March 7, 2024 |
Semrush Holdings, Inc. Compensation Clawback Policy ACTIVE/123904063.2 SEMRUSH HOLDINGS, INC. COMPENSATION RECOVERY POLICY Adopted as of October 25 2023 Semrush Holdings, Inc., a Delaware corporation (the “Company”), has adopted a Compensation Recovery Policy (this “Policy”) as described below. 1. Overview The Policy sets forth the circumstances and procedures under which the Company, or any of its subsidiaries, as applicable, shall recover Erroneo |
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| March 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40276 Semrush Holding |
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| March 4, 2024 |
Exhibit 99.1 Semrush Announces Fourth Quarter and Full Year 2023 Financial Results •Fourth quarter revenue of $83.4 million, up 21% year-over-year •Full year 2023 revenue increases over 21% year-over-year •Achieves ARR of $337.1 million, up 23% year-over-year •Full year net income of $1.0 million and Non-GAAP net income of $16.3 million March 4, 2024 — BOSTON — (BUSINESS WIRE) — Semrush Holdings, |
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| March 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 29, 2024 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commissio |
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| March 4, 2024 |
Amended and Restated Bylaws of the Registrant, as currently in effec Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF SEMRUSH HOLDINGS, INC. (the “Corporation”) ARTICLE I Stockholders SECTION 1. Annual Meeting. The annual meeting of stockholders (any such meeting being referred to in these By-laws as an “Annual Meeting”) shall be held at the hour, date and place within or without the United States which is fixed by the Board of Directors, which time, date and plac |
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| February 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 15, 2024 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commissio |
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| February 14, 2024 |
SEMR / Semrush Holdings, Inc. / Ancient Art, L.P. Passive Investment SC 13G/A 1 formsc13ga-semrush.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) (Amendment No. 5) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Semrush Holdings, Inc. (Name of Issuer) Class A Common Stock, par value $0.00001 per share (Title of Class o |
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| February 14, 2024 |
SEMR / Semrush Holdings, Inc. / Melnikov Dmitry - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES AND EXCHANGE ACT OF 1934 (Amendment No. 2)* Semrush Holdings, Inc. (Name of Issuer) Class A common stock (Title of Class of Securities) 81686C 104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t |
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| February 14, 2024 |
SEMR / Semrush Holdings, Inc. / Shchegolev Oleg - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES AND EXCHANGE ACT OF 1934 (Amendment No. 2)* Semrush Holdings, Inc. (Name of Issuer) Class A common stock (Title of Class of Securities) 81686C 104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t |
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| February 14, 2024 |
EX-99.A 2 ef20019947ex99-a.htm EXHIBIT A EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Class A Common Stock of Semrush Holdings, Inc., dated as of February 14, 2024, is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in |
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| February 14, 2024 |
SEMR / Semrush Holdings, Inc. / CAT ROCK CAPITAL MANAGEMENT LP - SC 13G Passive Investment SC 13G 1 ef20019947sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Semrush Holdings, Inc. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 81686C104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of This Statement) |
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| February 13, 2024 |
SEMR / Semrush Holdings, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01896-semrushholdingsinccl.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: SEMrush Holdings, Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 81686C104 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate |
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| November 1, 2023 |
Employment Agreement between the Registrant and Andrew Warden, dated September 8, 2023 ACTIVE/123273267.1 Exhibit 10.3 SEMRUSH, INC. EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) dated as of September 8, 2023 (the “Effective Date”), is made between Semrush Holdings, Inc., a Delaware corporation, and/or to the extent applicable, its subsidiary entities (the “Company”), and Andrew Warden (the “Executive”). Except with respect to the Equity Documents (as defined below), |
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| November 1, 2023 |
Semrush Announces Third Quarter 2023 Financial Results Exhibit 99.1 Semrush Announces Third Quarter 2023 Financial Results •Third quarter revenue of $78.7 million, up 20% year-over-year •Achieves $322.8 million ARR, delivering 21% year-over-year growth in the third quarter •Net income increases to $4.2 million and Non-GAAP net income improves to $8.4 million •Delivering greater profitability, raises full year 2023 Non-GAAP net income guidance BOSTON — |
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| November 1, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 1, 2023 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission |
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| November 1, 2023 |
1 Exhibit 10.5 SEMRUSH B.V. Amended and Restated Statement of Terms & Conditions of Employment 2 Contract of Employment From: Semrush B.V. with a registered office at Prins Bernhardplein 200, 1097 JB Amsterdam, duly represented in this matter by Stephen Howard Owens, Director (hereafter referred to as "the Company"). To: Vitalii Obishchenko, Waterland 228, 5658PM, Eindhoven, Netherlands (hereafter |
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| November 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40276 Semrush Holdings |
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| November 1, 2023 |
Employment Agreement between the Registrant and David Mason, dated September 8, 2023 ACTIVE/123273267.1 Exhibit 10.4 SEMRUSH, INC. EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) dated as of September 8, 2023 (the “Effective Date”), is made between Semrush Holdings, Inc., a Delaware corporation, and/or to the extent applicable, its subsidiary entities (the “Company”), and David Mason (the “Executive”). Except with respect to the Equity Documents (as defined below), th |
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| September 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 8, 2023 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commissio |
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| September 14, 2023 |
and Oleg Shchegolev, dated September 8, 2023 ACTIVE/123273267.1 Exhibit 10.1 SEMRUSH, INC. EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) dated as of September 8, 2023 (the “Effective Date”), is made between Semrush Holdings, Inc., a Delaware corporation, and/or to the extent applicable, its subsidiary entities (the “Company”), and Oleg Shchegolev (the “Executive”). Except with respect to the Equity Documents (as defined below) |
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| September 14, 2023 |
and Brian Mulroy, dated September 8, 2023 ACTIVE/123273267.1 Exhibit 10.2 SEMRUSH, INC. EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) dated as of September 8, 2023 (the “Effective Date”), is made between Semrush Holdings, Inc., a Delaware corporation, and/or to the extent applicable, its subsidiary entities (the “Company”), and Brian Mulroy (the “Executive”). Except with respect to the Equity Documents (as defined below), t |
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| August 3, 2023 |
Exhibit 99.1 Semrush Announces Second Quarter 2023 Financial Results –Second quarter revenue of $74.7 million, up 19% year-over-year –Surpasses $300 million of ARR, delivering 20% year-over-year growth in the second quarter –Raises full year 2023 guidance 08/03/2023 BOSTON-(BUSINESS WIRE)- Semrush Holdings, Inc. (NYSE: SEMR), a leading online visibility management SaaS platform, today reported fin |
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| August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40276 Semrush Holdings, Inc |
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| August 3, 2023 |
aex101vitaliiobishchenko SEMRUSH B.V. Statement of Terms & Conditions of Employment 1 [semrush-active:EmploymentAgreementNLindefinitetermrev07/22] Exhibit 10.1 To: Contract of Employment From: Semrush B.V. with a registered office at Prins Bernhardplein 200 1097JB Amsterdam duly represented in this matter by Stephen Howard Owens, Director (hereafter referred to as "the Company"). Vitalii Obishchen |
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| August 3, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 3, 2023 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission F |
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| July 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 30, 2023 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter)f Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission F |
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| July 6, 2023 |
Amendment No. 3 to Credit Agreement dated as of June 30, 2023 semrush-amendmentno3tocr Execution Version AMENDMENT NO. 3 TO CREDIT AGREEMENT This AMENDMENT NO. 3 TO CREDIT AGREEMENT, dated as of June 30, 2023 (this “Amendment”), is by and among SEMRUSH HOLDINGS, INC., a Delaware corporation (“SEMrush Holdings”), SEMRUSH INC., a Delaware corporation (“SEMrush” and together with SEMrush Holdings, the “Borrowers”), the Lenders party hereto and JPMORGAN CHASE BA |
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| June 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 8, 2023 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter)f Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission Fi |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40276 Semrush Holdings, In |
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| May 10, 2023 |
aex102evgenyfetisovsepar SEMrush Inc. 800 Boy ston Street Su te 2475 Boston, MA 02199 Phone: (800) 815 9959 Ema : ma @semrush.com VIA EMAIL AND DOCUSIGN March 28, 2023 Evgeny Fetisov Dear Mr. Fetisov: The purpose of this letter agreement is to confirm the terms of your separation of employment from Semrush Holdings, Inc. (together with its subsidiaries, the “Company”) as of April 10, 2023 (the “Se |
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| May 10, 2023 |
aex103evgenyfetisovadvis ADVISORY SERVICES AGREEMENT This Advisory Services Agreement (this "Agreement") is entered into as of April 10, 2023 (the “Effective Date”) by and between Semrush Holdings, Inc. |
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| May 10, 2023 |
Offer letter, dated as of February 22, 2023, by and between Semrush Holdings, Inc. and Brian Mulroy aex101brianmulroyofferle February 22, 2023 Brian Mulroy Dear Brian: On behalf of Semrush Holdings, Inc. |
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| May 8, 2023 |
Semrush Announces First Quarter 2023 Financial Results Exhibit 99.1 Semrush Announces First Quarter 2023 Financial Results 05/08/2023 –First quarter revenue of $70.9 million, up 24% year over year –Surpasses milestone of 100,000 paying customers BOSTON-(BUSINESS WIRE)- Semrush Holdings, Inc. (NYSE: SEMR), a leading online visibility management SaaS platform, today reported financial results for the first quarter ended March 31, 2023. “I am pleased wit |
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| May 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 8, 2023 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission File |
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| April 20, 2023 |
SEMR / SEMrush Holdings Inc - Class A / Akellai Ltd - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No.)* Under the Securities Exchange Act of 1934 Semrush Holdings, Inc. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 81686C104 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design |
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| April 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 18, 2023 |
DEF 14A 1 semrush-def14a41823.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by |
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| April 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 10, 2023 |
SEMR / SEMrush Holdings Inc - Class A / Dorsey Asset Management, LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 6)* SEMrush Holdings Inc (Name of Issuer) Class A Common Stock, $0.00001 par value (Title of Class of Securities) 81686C104 (CUSIP Number) March 31, 2023 (Da |
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| March 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40276 Semrush Holding |
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| March 15, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Semrush Holdings, Inc. |
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| March 15, 2023 |
As filed with the Securities and Exchange Commission on March 15, 2023 As filed with the Securities and Exchange Commission on March 15, 2023 Registration No. |
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| March 15, 2023 |
Subsidiaries of the Registrant Exhibit 21.1 List of Subsidiaries of Semrush Holdings, Inc. Subsidiary Jurisdiction of Organization Semrush Inc. Delaware SEMrush CY LTD Republic of Cyprus SEMrush CZ s.r.o. Prague, Czech Republic Prowly.com s. p. z o. o. Poland Semrush Securities Corporation Massachusetts Semrush Development S.L.U. Spain Semrush B.V. Netherlands Semrush AM LLC Armenia Semrush GmbH Germany Semrush RS d.o.o. Beogra |
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| March 13, 2023 |
Exhibit 99.1 Semrush Announces Fourth Quarter and Full Year 2022 Financial Results Full year 2022 revenue up more than 35% year over year Over 95,000 Customers as of December 31, 2022 BOSTON, March 13, 2023 /Businesswire/ - Semrush Holdings, Inc. (NYSE: SEMR), a leading online visibility management SaaS platform, today reported financial results for the fourth quarter and full year ended December |
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| March 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 13, 2023 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission F |
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| March 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 28, 2023 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter)f Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commissi |
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| March 6, 2023 |
Exhibit 99.1 Semrush Continues Growth Trajectory with Two Board of Director Appointments and new Chief Financial Officer March 6, 2023 4:30pm Eastern Standard Time BOSTON, MA – (BUSINESS WIRE) - Semrush (NYSE: SEMR), a leading online visibility management SaaS platform, has appointed Anna Baird and Steven Aldrich to its board as independent, non-executive directors, and Brian Mulroy as incoming Ch |
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| February 15, 2023 |
SEMR / Semrush Holdings Inc / SEMrush Holdings, Inc. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES AND EXCHANGE ACT OF 1934 (Amendment No. 1)* Semrush Holdings, Inc. (Name of Issuer) Class A common stock (Title of Class of Securities) 81686C 104 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t |
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| February 15, 2023 |
SEMR / Semrush Holdings Inc / SEMrush Holdings, Inc. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES AND EXCHANGE ACT OF 1934 (Amendment No. 1)* Semrush Holdings, Inc. (Name of Issuer) Class A common stock (Title of Class of Securities) 81686C 104 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t |
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| February 14, 2023 |
SEMR / Semrush Holdings Inc / Dorsey Asset Management, LLC Passive Investment |
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| February 14, 2023 |
SEMR / Semrush Holdings Inc / Ancient Art, L.P. Passive Investment SC 13G/A 1 formsc13ga-semrush.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) (Amendment No. 4) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Semrush Holdings, Inc. (Name of Issuer) Class A Common Stock, par value $0.00001 per share (Title of Class o |
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| February 13, 2023 |
SEMR / Semrush Holdings Inc / Greycroft Growth II, L.P. - SC 13G/A Passive Investment SC 13G/A 1 tm236327d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Semrush Holdings, Inc. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 81686C104 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Sta |
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| February 10, 2023 |
SEMR / Semrush Holdings Inc / Clearbridge Investments, LLC Passive Investment SC 13G/A 1 semr22a3.htm CUSIP NO. 81686C104 13G Page 1 of 7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Semrush Holdings, Inc. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 81686C104 (CUSIP Number) December 31, 2022 (Date of Event Which Requires |
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| February 9, 2023 |
SEMR / Semrush Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01867-semrushholdingsinccl.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: SEMrush Holdings Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 81686C104 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate |
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| January 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 16, 2023 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter)f Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commissio |
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| January 17, 2023 |
EX-99.1 2 semrushpr01172023-2023x0.htm EX-99.1 January 17, 2023 Boston — Semrush (NYSE: SEMR), a leading online visibility management SaaS platform, today announced the appointment of Channing Ferrer as Chief Sales Officer. Ferrer was most recently Chief Revenue Officer at Built In and has more than 20 years of experience in global sales leadership roles. “I couldn’t be more excited about Channing |
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| December 16, 2022 |
Amended and Restated Bylaws of the Registrant, as currently in effec EX-3.2 2 semr-secondamendedandres.htm EX-3.2 Exhibit 3.2 SECOND AMENDED AND RESTATED BY-LAWS OF SEMRUSH HOLDINGS, INC. (the “Corporation”) ARTICLE I Stockholders SECTION 1. Annual Meeting. The annual meeting of stockholders (any such meeting being referred to in these By-laws as an “Annual Meeting”) shall be held at the hour, date and place within or without the United States which is fixed by the |
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| December 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 15, 2022 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commissio |
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| November 14, 2022 |
Offer letter, dated as of September 8, 2022, by and between Semrush Inc. and David Mason davidmasonofferr WEDNESDAY, SEPTEMBER 7, 2022 September 8, 2022 David Mason Dear David: On behalf of Semrush Inc (the “Company”), I am pleased to offer employment to you The purpose of this letter is to outline the initial terms for your employment. |
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| November 14, 2022 |
Exhibit 99.1 Semrush Announces Third Quarter 2022 Financial Results More than 94,000 Customers as of September 30, 2022 Third Quarter Revenue of $65.8 million BOSTON, November 14, 2022 /Businesswire/ - Semrush Holdings, Inc. (“Semrush” )(NYSE: SEMR), a leading online visibility management SaaS platform, today reported results for the quarter ended September 30, 2022. “We delivered solid growth des |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 14, 2022 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commissio |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40276 Semrush Holdings |
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| September 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 19, 2022 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commissi |
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| September 19, 2022 |
Semrush Appoints Bill Wagner to its Board of Directors Semrush Appoints Bill Wagner to its Board of Directors Semrush (NYSE: SEMR), a leading online visibility management and content marketing SaaS (Software as a Service) platform, has appointed Bill Wagner to its board as an independent non-executive director. |
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| August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40276 Semrush Holdings, Inc |
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| August 10, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 10, 2022 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission |
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| August 10, 2022 |
Exhibit 99.1 Semrush Announces Second Quarter 2022 Financial Results More than 91,000 Customers as of June 30, 2022 Second Quarter Revenue of $62.6 million BOSTON, August 10, 2022 /Businesswire/ - Semrush Holdings, Inc. (?Semrush? )(NYSE: SEMR), a leading online visibility management SaaS platform, today reported results for the quarter ended June 30, 2022. ?We saw sequential growth accelerate in |
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| June 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 16, 2022 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission Fi |
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| June 16, 2022 |
Semrush Appoints New Leaders to Support Rapid Growth Boston, June 16, 2022 Semrush (NYSE: SEMR), a leading online visibility management SaaS platform, has named Eugene Levin, who has been with Semrush since 2016, to President, and Vitalii Obishchenko, who has been with the company since 2011, to Chief Operating Officer, effective as of today. |
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| May 20, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 18, 2022 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission Fil |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40276 Semrush Holdings, In |
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| May 16, 2022 |
Amendment No. 2 to Credit Agreement dated as of March 15, 2022 Execution Version AMENDMENT NO. 2 TO CREDIT AGREEMENT This AMENDMENT NO. 2 TO CREDIT AGREEMENT, dated as of March 15, 2022 (this ?Amendment?), is by and among SEMRUSH HOLDINGS, INC., a Delaware corporation (?SEMrush Holdings?), SEMRUSH INC., a Delaware corporation (?SEMrush? and together with SEMrush Holdings, the ?Borrowers?), the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as administra |
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| May 10, 2022 |
Exhibit 99.1 Semrush Announces First Quarter 2022 Financial Results More than 87,000 Customers as of March 31, 2022 First Quarter Revenue of $57.1 million BOSTON, May 10, 2022 /Businesswire/ - Semrush Holdings, Inc. (?Semrush? )(NYSE: SEMR), a leading online visibility management SaaS platform, today reported results for the quarter ended March 31, 2022. ?The first quarter was a solid start to the |
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| May 10, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 10, 2022 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission Fil |
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| May 4, 2022 |
SEMR / Semrush Holdings Inc / Dorsey Asset Management, LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 4)* SEMrush Holdings Inc (Name of Issuer) Class A Common Stock, $0.00001 par value (Title of Class of Securities) 81686C104 (CUSIP Number) March 31, 2022 (Da |
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| April 12, 2022 |
DEFR14A 1 semrush-defr14a41122.htm DEFR14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by |
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| April 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| April 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| March 18, 2022 |
Exhibit 4.3 DESCRIPTION OF CAPITAL STOCK General As of December 31, 2021, Semrush Holdings, Inc. (?we,? ?our? or ?us?) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): our Class A common stock, $0.00001 per share. The following descriptions are summaries of the material terms of our amended and restated certificate of |
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| March 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40276 Semrush Holding |
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| March 1, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 28, 2022 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commissio |
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| March 1, 2022 |
Exhibit 99.1 Semrush Announces Fourth Quarter and Full Year 2021 Financial Results Full year 2021 revenue up more than 50% year over year More than 82,000 Customers as of December 31, 2021 BOSTON, February 28, 2022 /Businesswire/ - Semrush Holdings, Inc. (NYSE: SEMR), a leading online visibility management SaaS platform, today reported fourth quarter 2021 financial results for the quarter ended De |
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| February 14, 2022 |
SEMR / Semrush Holdings Inc / Dorsey Asset Management, LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 3)* SEMrush Holdings Inc (Name of Issuer) Class A Common Stock, $0.00001 par value (Title of Class of Securities) 81686C104 (CUSIP Number) December 31, 2021 |
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| February 14, 2022 |
SEMR / Semrush Holdings Inc / Ancient Art, L.P. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) (Amendment No. |
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| February 14, 2022 |
SEMR / Semrush Holdings Inc / Melnikov Dmitry - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES AND EXCHANGE ACT OF 1934 (Amendment No. )* Semrush Holdings, Inc. (Name of Issuer) Class A common stock (Title of Class of Securities) 81686C 104 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| February 14, 2022 |
SEMR / Semrush Holdings Inc / Greycroft Growth II, L.P. - SC 13G Passive Investment SC 13G 1 tm226608d1sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Semrush Holdings, Inc. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 81686C104 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement |
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| February 14, 2022 |
SEMR / Semrush Holdings Inc / Shchegolev Oleg - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES AND EXCHANGE ACT OF 1934 (Amendment No. )* Semrush Holdings, Inc. (Name of Issuer) Class A common stock (Title of Class of Securities) 81686C 104 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| February 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) * SEMrush Holdings, Inc. (Name of Issuer) Class A Common Stock, par value $0.00001 (Title of Class of S |
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| February 10, 2022 |
SEMR / Semrush Holdings Inc / Clearbridge Investments, LLC Passive Investment semr21a2.htm - Generated by SEC Publisher for SEC Filing CUSIP NO. 81686C104 13G Page 1 of 7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Semrush Holdings, Inc. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 81686C104 (CUSIP Number) December 31, 2 |
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| February 10, 2022 |
SEMR / Semrush Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: SEMrush Holdings Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 81686C104 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ??Rule 13d- |
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| January 6, 2022 |
Amendment No. 1 to Credit Agreement dated as of December 30, 2021 ACTIVE/114284069.2 EXECUTION VERSION AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT, dated as of December 30, 2021 (this ?Amendment?), is by and among SEMRUSH HOLDINGS, INC., a Delaware corporation (?SEMrush Holdings?), SEMRUSH INC., a Delaware corporation (?SEMrush? and together with SEMrush Holdings, the ?Borrowers?), the Lenders party hereto, and JPMORGAN CHASE BAN |
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| January 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 30, 2021 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 83-4053265 (Commissio |
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| December 10, 2021 |
SEMR / Semrush Holdings Inc / Ancient Art, L.P. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) (Amendment No. |
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| December 10, 2021 |
SEMR / Semrush Holdings Inc / Dorsey Asset Management, LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 2)* SEMrush Holdings Inc (Name of Issuer) Class A Common Stock, $0.00001 par value (Title of Class of Securities) 81686C104 (CUSIP Number) November 30, 2021 |
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| December 9, 2021 |
SEMR / Semrush Holdings Inc / Clearbridge Investments, LLC Passive Investment CUSIP NO. 81686C104 13G Page 1 of 7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Semrush Holdings, Inc. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of Class of Securities) 81686C104 (CUSIP Number) November 30, 2021 (Date of Event Which Requires Filing of this Statemen |
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| November 19, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 18, 2021 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 83-4053265 (Commissio |
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| November 19, 2021 |
Semrush Announces Pricing of Public Offering Exhibit 99.1 Semrush Announces Pricing of Public Offering November 18, 2021 BOSTON-(BUSINESS WIRE)-Semrush Holdings, Inc. (NYSE: SEMR) (?Semrush?), a leading online visibility management SaaS platform, today announced the pricing of the public offering of 5,000,000 shares of its Class A common stock, consisting of 4,000,000 shares to be issued and sold by Semrush and 1,000,000 shares to be sold by |
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| November 19, 2021 |
5,000,000 Shares Semrush Holdings, Inc. Class A Common Stock Filed pursuant to Rule 424(b)(4) Registration No. 333-261133 5,000,000 Shares Semrush Holdings, Inc. Class A Common Stock Semrush Holdings, Inc. is offering 4,000,000 shares of our Class A common stock, and the selling stockholders identified in this prospectus (including certain of our affiliates) are selling an additional 1,000,000 shares of our Class A common stock. We will not receive the proc |
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| November 17, 2021 |
As filed with the Securities and Exchange Commission on November 16, 2021. As filed with the Securities and Exchange Commission on November 16, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Semrush Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 7372 84-4053265 (State or Other Jurisdiction of Incorporation or Organization) |
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| November 17, 2021 |
Semrush Files Registration Statement for Proposed Public Offering Exhibit 99.1 Semrush Files Registration Statement for Proposed Public Offering November 16, 2021 BOSTON-(BUSINESS WIRE)-Semrush Holdings, Inc. (NYSE: SEMR) (?Semrush?), a leading online visibility management Software-as-a-Service (?SaaS?) platform, announced today that it has publicly filed a registration statement on Form S-1 with the U.S. Securities and Exchange Commission (the ?SEC?) relating t |
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| November 17, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 16, 2021 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 83-4053265 (Commissio |
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| November 17, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 Semrush Holdings, Inc. Class A Common Stock, par value $0.00001 per share Underwriting Agreement November [●], 2021 Morgan Stanley & Co. LLC Goldman Sachs & Co. LLC J.P. Morgan Securities LLC KeyBanc Capital Markets Inc. As representatives (the “Representatives”) of the several Underwriters named in Schedule I hereto, c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 |
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| November 16, 2021 |
Semrush Holdings, Inc. 800 Boylston Street, Suite 2475 Boston, MA 02199 CORRESP 1 filename1.htm Semrush Holdings, Inc. 800 Boylston Street, Suite 2475 Boston, MA 02199 VIA EDGAR November 16, 2021 United States Securities and Exchange Commission Division of Corporate Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Attention: Jan Woo Kyle Wiley Re: Semrush Holdings, Inc. Registration Statement on Form S-1 File No. 333-261133 Ladies and Gentlemen: |
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| November 16, 2021 |
Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Goldman Sachs & Co. LLC 200 West Street New York, NY 10282 J.P. Morgan Securities LLC 383 Madison Avenue New York, NY 10179 KeyBanc Capital Markets Inc. 127 Public Square Cleveland, Ohio 44114 November 16, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 R |
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| November 10, 2021 |
Executive Employment Agreement between the Company and Andrew Warden, dated as of September 2, 2021 |
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| November 10, 2021 |
SEMR / Semrush Holdings Inc / Ancient Art, L.P. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) (Amendment No. |
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| November 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40276 Semrush Holdings |
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| November 9, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 9, 2021 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission |
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| November 9, 2021 |
Exhibit 99.1 Semrush Announces Third Quarter 2021 Financial Results More than 79,000 Customers as of September 30, 2021 Third Quarter Revenue of $49.3 million, up 53% year over year BOSTON, November 9, 2021 /Businesswire/ - Semrush Holdings, Inc. (NYSE: SEMR), a leading online visibility management SaaS platform, today reported third quarter 2021 financial results for the quarter ended September 3 |
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| October 8, 2021 |
SEMR / Semrush Holdings Inc / Dorsey Asset Management, LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 1)* SEMrush Holdings Inc (Name of Issuer) Class A Common Stock, $0.00001 par value (Title of Class of Securities) 81686C104 (CUSIP Number) September 30, 2021 |
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| September 22, 2021 |
This draft registration statement has not been filed publicly with the Securities and Exchange Commission, and all information herein remains strictly confidential. |
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| September 22, 2021 |
Exhibit 10.22 SEMrush Inc. 800 Boylston Street Suite 2475 Boston, MA 02199 Phone: (800) 815-9959 Email: [email protected] September 2, 2021 Andrew Warden 3409 Far View Drive Austin, TX 78730 Dear Andrew, On behalf of Semrush Inc. (the "Company"), I am pleased to offer employment to you. The purpose of this letter is to outline the initial terms for your employment. Position: Your position with the |
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| September 10, 2021 |
SEMR / Semrush Holdings Inc / Dorsey Asset Management, LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 0)* SEMrush Holdings Inc (Name of Issuer) Class A Common Stock, $0.00001 par value (Title of Class of Securities) 81686C104 (CUSIP Number) August 31, 2021 (D |
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| August 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 9, 2021 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission F |
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| August 10, 2021 |
Exhibit 99.1 Semrush Announces Second Quarter 2021 Financial Results More than 76,000 Customers as of June 30, 2021 Second Quarter Revenue of $45 million BOSTON, August 9, 2021 /Businesswire/ - Semrush Holdings, Inc. (NYSE: SEMR), a leading online visibility management SaaS platform, today reported second quarter 2021 financial results for the quarter ended June 30, 2021. ?Semrush entered April wi |
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| August 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40276 Semrush Holdings, Inc |
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| August 6, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 22, 2021 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 83-4053265 (Commission Fi |
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| July 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 2, 2021 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 83-4053265 (Commission Fil |
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| July 7, 2021 |
Agreement dated July 5, 2021 by and between Semrush Inc. and Jeffrey Belanger ACTIVE/110625117.3 Semrush Inc. 800 Boylston Street Suite 2475 Boston, MA 02199 Phone: (800) 815-9959 Email: [email protected] June 26, 2021 Jeffrey Belanger 4 Paul Revere Road Holden, MA 01520 Re: Transitional Services and Separation Agreement Dear Jeff: This letter agreement follows our conversations regarding your employment with Semrush, Inc. (the ?Company?). This confirms that your employment |
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| June 28, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 22, 2021 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 333-254724 83-4053265 (Commission F |
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| June 28, 2021 |
Semrush Announces Early Lock-up Expiration Extension Semrush Announces Early Lock-up Expiration Extension BOSTON, June 28, 2021 /Businesswire/ - Semrush Holdings, Inc. |
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| June 25, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 23, 2021 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 333-254724 83-4053265 (Commission F |
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| June 25, 2021 |
FIRST AMENDMENT TO LEASE FIRST AMENDMENT TO LEASE dated as of this day of , 2021 (the ?Effective Date?) by and between BP PRUCENTER ACQUISITION LLC, a Delaware limited liability company (?Landlord?) and SEMRUSH INC. |
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| May 11, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 11, 2021 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40276 84-4053265 (Commission Fil |
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| May 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40276 Semrush Holdings, In |
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| May 11, 2021 |
Exhibit 99.1 Semrush Announces First Quarter 2021 Financial Results More than 72,000 Customers as of March 31, 2021 First Quarter Revenue of $40 million BOSTON, May 11, 2021 /Businesswire/ - Semrush Holdings, Inc. (NYSE: SEMR), a leading online visibility management SaaS platform, today reported first quarter 2021 financial results for the quarter ended March 31, 2021. ?I am pleased with our execu |
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| April 27, 2021 |
Semrush Holdings, Inc. Announces Closing of Over-Allotment Option Semrush Holdings, Inc. Announces Closing of Over-Allotment Option April 26, 2021 BOSTON, Massachusetts (BUSINESS WIRE) Semrush Holdings, Inc. (NYSE: SEMR), announced today the April 23, 2021 closing of the sale of 719,266 shares of its Class A common stock, at a price to the public of $14.00 per share. The shares were sold pursuant to the partial exercise of the 30 day over-allotment option grante |
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| April 27, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 23, 2021 Semrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 333-254724 83-4053265 (Commission |
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| April 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) (Amendment No. |
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| April 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 SEMrush Holdings Inc. (Name of Issuer) Class A Common Stock, par value $0.00001 per share (Title of Class of Securities) 81686C104 (CUSIP Number) March 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| March 25, 2021 |
Filed pursuant to Rule 424(b)(4) Registration No. 333-253730 10,000,000 Shares SEMrush Holdings, Inc. Class A Common Stock This is the initial public offering of SEMrush Holdings, Inc. All of the 10,000,000 shares of our Class A common stock are being sold by us. Prior to this offering, there has been no public market for our Class A common stock. The initial public offering price per share of our |
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| March 25, 2021 |
As filed with the Securities and Exchange Commission on March 25, 2021 Registration No. |
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| March 22, 2021 |
SEMrush Holdings, Inc. 800 Boylston Street, Suite 2475 Boston, MA 02199 SEMrush Holdings, Inc. 800 Boylston Street, Suite 2475 Boston, MA 02199 VIA EDGAR March 22, 2021 United States Securities and Exchange Commission Division of Corporate Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Attention: Jan Woo Edwin Kim Re: SEMrush Holdings, Inc. Registration Statement on Form S-1 File No. 333-253730 Ladies and Gentlemen: Pursuant to Rule 461 under t |
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| March 22, 2021 |
CORRESP 1 filename1.htm Goldman Sachs & Co. LLC 200 West Street New York, NY 10282 J.P. Morgan Securities LLC 383 Madison Avenue New York, NY 10179 Jefferies LLC 520 Madison Avenue New York, NY 10022 March 22, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: SEMrush Holdings, Inc. Registration Statement on Form S-1 |
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| March 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 SEMrush Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 84-4053265 (State of incorporation or organization) (I.R.S. Employer Identification No.) 800 Boylston Street, |
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| March 19, 2021 |
CORRESP 1 filename1.htm Goodwin Procter LLP 100 Northern Avenue Boston, MA 02210 goodwinlaw.com +1 617 570 1000 March 19, 2021 VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F. Street, N.E. Washington, D.C. 20549 Attention: Jan Woo Stephen Krikorian Edwin Kim Amanda Kim Re: SEMrush Holdings, Inc. Amendment No. |
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| March 16, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 SEMrush Holdings, Inc. Class A Common Stock, par value $0.00001 per share Underwriting Agreement [?], 2021 Goldman Sachs & Co. LLC J.P. Morgan Securities LLC Jefferies LLC As representatives (the ?Representatives?) of the several Underwriters named in Schedule I hereto, c/o Goldman Sachs & Co. LLC 200 West Street, New York, New York 10282-2198 c/o J.P. Morgan Securities LLC 383 Madison |
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| March 16, 2021 |
Form of Indemnification Agreement between the Registrant and each of its officers EX-10.19 14 exhibit1019-sx1a1.htm EX-10.19 Exhibit 10.19 Form for Officers SEMRUSH HOLDINGS, INC. Indemnification Agreement This Indemnification Agreement (“Agreement”) is made as of by and between Semrush Holdings, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Inde |
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| March 16, 2021 |
2021 Employee Stock Purchase Plan EX-10.4 10 exhibit104-sx1a1.htm EX-10.4 Exhibit 10.4 SEMRUSH HOLDINGS, INC. 2021 EMPLOYEE STOCK PURCHASE PLAN The purpose of the SEMrush Holdings, Inc. 2021 Employee Stock Purchase Plan (the “Plan”) is to provide eligible employees of SEMrush Holdings, Inc. (the “Company”) and each Designated Subsidiary (as defined in Section 11) with opportunities to purchase shares of the Company’s common stock, |
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| March 16, 2021 |
Non-Employee Director Compensation Policy Exhibit 10.3 SEMRUSH HOLDINGS, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The purpose of this Non-Employee Director Compensation Policy (the ?Policy?) of SEMrush Holdings, Inc. (the ?Company?) is to provide a total compensation package that enables the Company to attract and retain, on a long-term basis, high-caliber directors who are not employees or officers of the Company or its subsidiarie |
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| March 16, 2021 |
Form of Indemnification Agreement between the Registrant and each of its directors Exhibit 10.1 Form for Directors SEMRUSH HOLDINGS, INC. Indemnification Agreement This Indemnification Agreement (?Agreement?) is made as of by and between Semrush Holdings, Inc., a Delaware corporation (the ?Company?), and (?Indemnitee?). RECITALS WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve the Company; WHEREAS, in o |
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| March 16, 2021 |
Amended and Restated Bylaws of the Registrant, as currently in effec Exhibit 3.4 AMENDED AND RESTATED BY-LAWS OF SEMRUSH HOLDINGS, INC. (the ?Corporation?) ARTICLE I Stockholders SECTION 1. Annual Meeting. The annual meeting of stockholders (any such meeting being referred to in these By-laws as an ?Annual Meeting?) shall be held at the hour, date and place within or without the United States which is fixed by the Board of Directors, which time, date and place may |
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| March 16, 2021 |
Senior Executive Incentive Bonus Plan Exhibit 10.12 SEMRUSH HOLDINGS, INC. SENIOR EXECUTIVE CASH INCENTIVE BONUS PLAN 1.Purpose This Senior Executive Cash Incentive Bonus Plan (the ?Incentive Plan?) is intended to provide an incentive for superior work and to motivate eligible executives of Semrush Holdings, Inc. (the ?Company?) and its subsidiaries toward even higher achievement and business results, to tie their goals and interests |
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| March 16, 2021 |
Amended and Restated Certificate of Incorporation of the Registrant, as currently in effect Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SEMRUSH HOLDINGS, INC. SEMrush Holdings, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), hereby certifies as follows: 1. The name of the Corporation is SEMrush Holdings, Inc. The date of the filing of its original Certificate of Incorporation with the Secretary of State of the S |
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| March 16, 2021 |
As filed with the Securities and Exchange Commission on March 16, 2021. Registration No. 333-253730 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SEMrush Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 7372 84-4053265 (State or Other Jurisdiction of Incorpora |
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| March 16, 2021 |
Certificate of Incorporation of the Registrant, as currently in effect. Exhibit 3.1 CERTIFICATE OF INCORPORATION OF SEMRUSH HOLDINGS, INC. FIRST: The name of this corporation is SEMrush Holdings, Inc. (the ?Corporation?). SECOND: The address of the registered office of the Corporation in the State of Delaware is The Corporation Trust Company, 1209 Orange Street in the City of Wilmington, County of New Castle, Delaware 19801. The name of its registered agent at such ad |
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| March 16, 2021 |
2021 Equity Incentive Plan, and forms of agreements thereunder Exhibit 10.3 SEMRUSH HOLDINGS, INC. 2021 STOCK OPTION AND INCENTIVE PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Semrush Holdings, Inc. 2021 Stock Option and Incentive Plan (as amended from time to time, the ?Plan?). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of Semrush Holdings, Inc. (t |
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| March 16, 2021 |
Form of Class A common stock certificate of the Registrant Exhibit 4.1 THIS CERTIFIES THAT is the owner of CUSIP DATED COUNTERSIGNED AND REGISTERED: COMPUTERSHARE TRUST COMPANY, N.A. TRANSFER?AGENT AND?REGISTRAR, FULLY-PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF Semrush Holdings, Inc. (hereinafter called the ?Company?), transferable on the books of the Company in person or by duly authorized attorney, upon surrender of this Certificate properly endo |
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| March 16, 2021 |
Amended and Restated Executive Employment Agreement between the Company and Vitalii Obischenko Exhibit 10.16 ?????????????? ?????????? ? ????????? ???????? ?? 09.01.2014 ? 0000017 Supplementary agreement to the employment contract dated 09/01/2014 No. 0000017 ?. ?????-?????????, ?????? 01 ????? 2021 ?. Saint Petersburg, Russia. 01 March, 2021 ???????? ? ???????????? ???????????????? "?????? ??" (??? ??????? ???) ? ???? ???????????? ????????? ????????? ??????? ?????????????, ???????????? ?? |
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| March 15, 2021 |
CORRESP 1 filename1.htm Goodwin Procter LLP 100 Northern Avenue Boston, MA 02210 goodwinlaw.com +1 617 570 1000 CONFIDENTIAL TREATMENT REQUESTED BY SEMRUSH HOLDINGS, INC. CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED PURSUANT TO 17 CFR 200.83 WITH RESPECT TO THE OMITTED PORTIONS. OMITTED INFO |
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| March 1, 2021 |
Letter from Ernst & Young LLC to the Securities and Exchange Commission, dated EX-16.1 18 exhibit161-sx1.htm EX-16.1 Exhibit 16.1 March 1, 2021 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read the section titled “Change in Accountants” of the Registration Statement on Form S-1 dated March 1, 2021, of SEMrush Holdings, Inc. and are in agreement with the statements contained in the first, third, fourth and fifth para |
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| March 1, 2021 |
EX-10.8 9 exhibit108-sx1.htm EX-10.8 Exhibit 10.8 LEASE AGREEMENT BETWEEN Volkov-Kitain Grigory Valentinovich as Landlord AND SEMRUSH RU, LLC as Tenant 22 Zastavskaya Str., Building 2, Letter A, Saint Petersburg 190006 Exhibit 10.8 BASIC LEASE INFORMATION Date: April 2020 Landlord: Volkov-Kitain Grigory Valentinovich Tenant: SEMRUSH RU, LLC, a Russian limited liability company Building: The buildi |
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| March 1, 2021 |
Revolving Credit Agreement dated as of January 12, 2021 Exhibit 10.18 EXECUTION VERSION CREDIT AGREEMENT dated as of January 12, 2021 among SEMRUSH HOLDINGS, INC., as a Borrower, SEMRUSH INC., as a Borrower, THE OTHER LOAN PARTIES PARTY HERETO, THE LENDERS PARTY HERETO, and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A. as Sole Bookrunner and Sole Lead Arranger TABLE OF CONTENTS ARTICLE I. DEFINITIONS 1 SECTION 1.01 Define |
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| March 1, 2021 |
Executive Employment Agreement between the Company and Evgeny Fetisov Exhibit 10.17 SEMrush Inc. 800 Boylston Street. Suite 2475 Boston: MA 02199 Phone: (855) 814 - 4510 Email: [email protected] Evgeny Fetisov April 30, 2019 Dear Evgeny, On behalf of SEMrush Inc., we are pleased to extend to you this offer letter for the position of Chief Financial Officer within our executive team. COMPENSATION Annual base salary: $300,000.00. Target Bonus: You are eligible to earn |
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| March 1, 2021 |
Goodwin Procter LLP 100 Northern Avenue Boston, MA 02210 goodwinlaw.com +1 617 570 1000 March 1, 2021 VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F. Street, N.E. Washington, D.C. 20549 Attention: Jan Woo Stephen Krikorian Edwin Kim Amanda Kim Re: SEMrush Holdings, Inc. Amendment No. 1 to Draft Registration |
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| March 1, 2021 |
Amended and Restated Executive Employment Agreement between the Company and Vitalii Obishchenko EX-10.16 15 exhibit1016-sx1.htm EX-10.16 Exhibit 10.16 ТРУДОВОЙ ДОГОВОР № 17 г.Санкт-Петербург «09» января 2014г. Обищенко Виталий Васильевич, именуемый далее Работник, с одной стороны, и Общество с ограниченной ответственностью «ПрофИТ» именуемое в дальнейшем Работодатель, в лице Генерального директора Мельникова Дмитрия Александровича действующее на основании Устава с другой стороны, заключили н |
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| March 1, 2021 |
Executive Employment Agreement between the Company and Jeffrey Belanger, dated June 8, 2020 EX-10.15 14 exhibit1015-sx1.htm EX-10.15 Exhibit 10.15 June 8, 2020 Jeffrey Belanger Dear Jeffrey Belanger: On behalf of SEMrush Inc. (the “Company”), I am pleased to offer employment to you. The purpose of this letter is to outline the initial terms for your employment. Position: Your position with the Company will be Chief HR Officer. Start Date: Unless otherwise agreed, your first day of employ |
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| March 1, 2021 |
EX-10.6 7 exhibit106-sx1.htm EX-10.6 Exhibit 10.6 LEASE AGREEMENT BETWEEN 4P – IMMO. PRAHA s.r.o as Landlord AND SEMRUSH CZ s.r.o as Tenant Kavčí Hory Office Park RETAIL LEASE BASIC LEASE INFORMATION Date: June 15, 2020 Landlord: 4P – Immo. Praha s.r.o. Tenant: SEMRUSH CZ s.r.o. Building: Kavčí Hory Office Park Premises: Second (2nd) Floor Rentable Area Office 1: 57,072.20 sqm; Common Area: 5,789. |
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| March 1, 2021 |
Subsidiaries of the Registrant. Exhibit 21.1 List of Subsidiaries of SEMrush Holdings, Inc. Subsidiary Jurisdiction of Organization Semrush Inc. Delaware SEMrush CY LTD Republic of Cyprus SEMrush RU Russian Federation SEMrush SM Limited Russian Federation SEMrush CZ s.r.o. Prague, Czech Republic Prowly.com s. p. z o. o. Poland |
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| March 1, 2021 |
Certificate of Incorporation of the Registrant, as currently in effect. EX-3.1 2 exhibit31-sx1.htm EX-3.1 Exhibit 3.1 CERTIFICATE OF INCORPORATION OF SEMRUSH HOLDINGS, INC. FIRST: The name of this corporation is SEMrush Holdings, Inc. (the “Corporation”). SECOND: The address of the registered office of the Corporation in the State of Delaware is The Corporation Trust Company, 1209 Orange Street in the City of Wilmington, County of New Castle, Delaware 19801. The name |
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| March 1, 2021 |
Bylaws of the Registrant, as currently in effect. Exhibit 3.3 BY-LAWS of SEMRUSH HOLDINGS, INC. (the ?Corporation?) Capitalized terms used but not expressly defined in these By-laws shall have the meaning given to them in the Certificate of Incorporation. In these By-laws: ?Business Day? means any day other than a Saturday, Sunday or other day on which banks in New York (state of New York, USA) or Moscow (Russia) are required to be closed; ?Inves |
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| March 1, 2021 |
EX-4.2 4 exhibit42-sx1.htm EX-4.2 Exhibit 4.2 INVESTORS’ RIGHTS AGREEMENT THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 19th day of December, 2019, by and among SEMrush Holdings, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” and each of the stockholders l |
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| March 1, 2021 |
EX-10.9 10 exhibit109-sx1.htm EX-10.9 Exhibit 10.9 LEASE AGREEMENT BETWEEN Volkov-Kitain Grigory Valentinovich as Landlord AND SEMRUSH RU, LLC as Tenant 22 Zastavskaya Str., Building 2, Letter A, office 618, Saint Petersburg 190006 BASIC LEASE INFORMATION Date: April 2020 Landlord: Volkov-Kitain Grigory Valentinovich Tenant: SEMRUSH RU, LLC, a Russian limited liability company Building: The buildi |
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| March 1, 2021 |
Agreement of Lease between the Registrant and BP Prucenter Acquisition LLC, dated November 19, 2018 EX-10.5 6 exhibit105-sx1.htm EX-10.5 Exhibit 10.5 LEASE AGREEMENT BETWEEN BP PRUCENTER ACQUISITION LLC, a Delaware limited liability company as Landlord AND SEMRUSH INC., a Delaware Corporation as Tenant Prudential Center RETAIL LEASE BASIC LEASE INFORMATION Date: Nov. 19, 2020 Landlord: BP Prucenter Acquisition LLC Tenant: SEMRUSH Inc. Building: Prudential Center Premises: Portion of 24th Floor R |
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| March 1, 2021 |
Amended and Restated 2019 Stock Option and Grant Plan, and forms of agreements thereunder EX-10.2 5 exhibit102-sx1.htm EX-10.2 Exhibit 10.2 SEMRUSH HOLDINGS, INC. AMENDED AND RESTATED 2019 STOCK OPTION AND GRANT PLAN SECTION 1.GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the SEMrush Holdings, Inc. 2019 Stock Option and Grant Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, directors and Consultants of SEMrush Holdings, I |
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| March 1, 2021 |
EX-10.10 11 exhibit1010-sx1.htm EX-10.10 Exhibit 10.10 LEASE AGREEMENT BETWEEN NESHAMINY INTERPLEX, LLC as Landlord AND SEMRUSH, INC. as Tenant Seven Neshaminy Interplex BASIC INFORMATION Date: March 2016 Landlord: Neshaminy Interplex, LLC Tenant: SEMRush, Inc. Building: Building Seven (7) Premises: Suite 315 Rentable Area 3,019 sqft Proportionate Area 5.17% Scheduled Delivery Date: May 1, 2016 Re |
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| March 1, 2021 |
EX-10.11 12 exhibit1011-sx1.htm EX-10.11 Exhibit 10.11 LEASE AGREEMENT BETWEEN Zbigniew Franciszek Ogiński as Landlord AND PROWLY.COM SPÓŁKĄ Z O.O. as Tenant ul. Katedralna 3/5 m. 4 BASIC LEASE INFORMATION Date: March 29, 2017 Landlord: Volkov-Kitain Grigory Valentinovich Tenant: PROWLY.COM SPÓŁKĄ Z O.O. Building: The building located at ul. Madalińskiego 71 in Warsaw, Poland Premises: Commercial |
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| March 1, 2021 |
Executive Employment Agreement between the Company and Delbert Humenik, dated August 14, 2017 EX-10.14 13 exhibit1014-sx1.htm EX-10.14 Exhibit 10.14 Delbert Humenik 8/14/17 Dear Del, On behalf of SEMrush Inc., I am pleased to extend to you this Offer letter for the position of Chief Revenue Officer (CRO). COMPENSATION $225,000.00 annual base salary with a bonus of $125,000.00/year. All flights to and from the US Trevose, PA office will be paid/expensed as needed; this includes hospitality |
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| March 1, 2021 |
Power of Attorney (included on signature page). As filed with the Securities and Exchange Commission on March 1, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SEMrush Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 7372 84-4053265 (State or Other Jurisdiction of Incorporation or Organization) (Pri |
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| March 1, 2021 |
Exhibit 10.7 LEASE AGREEMENT BETWEEN KRUPYSHEV MIKHAIL ANATOLIEVICH as Landlord AND SEMRUSH RU, LLC as Tenant 22 Zastavskaya Str., Building 2, Letter A, office 618, Saint Petersburg 190006 BASIC LEASE INFORMATION Date: April 2020 Landlord: Krupyshev Mikhail Anatolievich, Individual Entrepreneur Tenant: SEMRUSH RU, LLC, a Russian limited liability company Building: The building located at 22 Zastav |
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| January 11, 2021 |
BY-LAWS SEMRUSH HOLDINGS, INC. (the “Corporation”) EX-3.3 2 filename2.htm Exhibit 3.3 BY-LAWS of SEMRUSH HOLDINGS, INC. (the “Corporation”) Capitalized terms used but not expressly defined in these By-laws shall have the meaning given to them in the Certificate of Incorporation. In these By-laws: “Business Day” means any day other than a Saturday, Sunday or other day on which banks in New York (state of New York, USA) or Moscow (Russia) are requir |
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| January 11, 2021 |
SEMRUSH HOLDINGS, INC. AMENDED AND RESTATED 2019 STOCK OPTION AND GRANT PLAN EX-10.2 3 filename3.htm Exhibit 10.2 SEMRUSH HOLDINGS, INC. AMENDED AND RESTATED 2019 STOCK OPTION AND GRANT PLAN SECTION 1.GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the SEMrush Holdings, Inc. 2019 Stock Option and Grant Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, directors and Consultants of SEMrush Holdings, Inc., a Delawa |
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| January 11, 2021 |
As confidentially submitted to the Securities and Exchange Commission on January 8, 2021. |
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| January 8, 2021 |
DRSLTR 1 filename1.htm Goodwin Procter llp 100 Northern Avenue Boston, MA 02210 goodwinlaw.com +1 617 570 1000 January 8, 2021 VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F. Street, N.E. Washington, D.C. 20549 Attention: Jan Woo Stephen Krikorian Edwin Kim Amanda Kim Re: SEMrush Holdings, Inc. Draft Registr |
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| November 23, 2020 |
Exhibit 21.1 List of Subsidiaries of SEMrush Holdings, Inc. Subsidiary Jurisdiction of Organization Semrush Inc. Delaware SEMrush CY LTD Republic of Cyprus SEMrush RU Russian Federation SEMrush SM Limited Russian Federation SEMrush CZ s.r.o. Prague, Czech Republic Prowly.com s. p. z o. o. Poland |
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| November 23, 2020 |
EX-10.8 8 filename8.htm Exhibit 10.8 LEASE AGREEMENT BETWEEN Volkov-Kitain Grigory Valentinovich as Landlord AND SEMRUSH RU, LLC as Tenant 22 Zastavskaya Str., Building 2, Letter A, Saint Petersburg 190006 Exhibit 10.8 BASIC LEASE INFORMATION Date: April 2020 Landlord: Volkov-Kitain Grigory Valentinovich Tenant: SEMRUSH RU, LLC, a Russian limited liability company Building: The building located at |
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| November 23, 2020 |
EX-10.6 6 filename6.htm Exhibit 10.6 LEASE AGREEMENT BETWEEN 4P – IMMO. PRAHA s.r.o as Landlord AND SEMRUSH CZ s.r.o as Tenant Kavčí Hory Office Park RETAIL LEASE BASIC LEASE INFORMATION Date: June 15, 2020 Landlord: 4P – Immo. Praha s.r.o. Tenant: SEMRUSH CZ s.r.o. Building: Kavčí Hory Office Park Premises: Second (2nd) Floor Rentable Area Office 1: 57,072.20 sqm; Common Area: 5,789.30 sqm; Term |
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| November 23, 2020 |
Exhibit 10.5 LEASE AGREEMENT BETWEEN BP PRUCENTER ACQUISITION LLC, a Delaware limited liability company as Landlord AND SEMRUSH INC., a Delaware Corporation as Tenant Prudential Center RETAIL LEASE BASIC LEASE INFORMATION Date: Nov. 19, 2020 Landlord: BP Prucenter Acquisition LLC Tenant: SEMRUSH Inc. Building: Prudential Center Premises: Portion of 24th Floor Rentable Area 7,234 square feet Schedu |
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| November 23, 2020 |
As confidentially submitted to the Securities and Exchange Commission on November 23, 2020. |
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| November 23, 2020 |
EX-4.2 4 filename4.htm Exhibit 4.2 INVESTORS’ RIGHTS AGREEMENT THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 19th day of December, 2019, by and among SEMrush Holdings, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” and each of the stockholders listed on Sc |
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| November 23, 2020 |
Exhibit 10.10 LEASE AGREEMENT BETWEEN NESHAMINY INTERPLEX, LLC as Landlord AND SEMRUSH, INC. as Tenant Seven Neshaminy Interplex BASIC INFORMATION Date: March 2016 Landlord: Neshaminy Interplex, LLC Tenant: SEMRush, Inc. Building: Building Seven (7) Premises: Suite 315 Rentable Area 3,019 sqft Proportionate Area 5.17% Scheduled Delivery Date: May 1, 2016 Rent Commencement Date: May 1, 2016 Expirat |
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| November 23, 2020 |
CERTIFICATE OF INCORPORATION SEMRUSH HOLDINGS, INC. EX-3.1 2 filename2.htm Exhibit 3.1 CERTIFICATE OF INCORPORATION OF SEMRUSH HOLDINGS, INC. FIRST: The name of this corporation is SEMrush Holdings, Inc. (the “Corporation”). SECOND: The address of the registered office of the Corporation in the State of Delaware is The Corporation Trust Company, 1209 Orange Street in the City of Wilmington, County of New Castle, Delaware 19801. The name of its regi |
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| November 23, 2020 |
EX-10.11 11 filename11.htm Exhibit 10.11 LEASE AGREEMENT BETWEEN Zbigniew Franciszek Ogiński as Landlord AND PROWLY.COM SPÓŁKĄ Z O.O. as Tenant ul. Katedralna 3/5 m. 4 BASIC LEASE INFORMATION Date: March 29, 2017 Landlord: Volkov-Kitain Grigory Valentinovich Tenant: PROWLY.COM SPÓŁKĄ Z O.O. Building: The building located at ul. Madalińskiego 71 in Warsaw, Poland Premises: Commercial unit 1 Rentabl |
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| November 23, 2020 |
BY-LAWS SEMRUSH HOLDINGS, INC. (the “Corporation”) EX-3.3 3 filename3.htm Exhibit 3.3 BY-LAWS of SEMRUSH HOLDINGS, INC. (the “Corporation”) Capitalized terms used but not expressly defined in these By-laws shall have the meaning given to them in the Certificate of Incorporation. In these By-laws: “Business Day” means any day other than a Saturday, Sunday or other day on which banks in New York (state of New York, USA) or Moscow (Russia) are requir |
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| November 23, 2020 |
EX-10.9 9 filename9.htm Exhibit 10.9 LEASE AGREEMENT BETWEEN Volkov-Kitain Grigory Valentinovich as Landlord AND SEMRUSH RU, LLC as Tenant 22 Zastavskaya Str., Building 2, Letter A, office 618, Saint Petersburg 190006 BASIC LEASE INFORMATION Date: April 2020 Landlord: Volkov-Kitain Grigory Valentinovich Tenant: SEMRUSH RU, LLC, a Russian limited liability company Building: The building located at |
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| November 23, 2020 |
EX-10.7 7 filename7.htm Exhibit 10.7 LEASE AGREEMENT BETWEEN KRUPYSHEV MIKHAIL ANATOLIEVICH as Landlord AND SEMRUSH RU, LLC as Tenant 22 Zastavskaya Str., Building 2, Letter A, office 618, Saint Petersburg 190006 BASIC LEASE INFORMATION Date: April 2020 Landlord: Krupyshev Mikhail Anatolievich, Individual Entrepreneur Tenant: SEMRUSH RU, LLC, a Russian limited liability company Building: The build |
