Welcome to our dedicated page for Semrush Hldgs SEC filings (Ticker: SEMR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Semrush Holdings, Inc. (NYSE: SEMR) files a range of documents with the U.S. Securities and Exchange Commission (SEC) that provide detailed information about its operations, governance, and corporate actions. As a public company listed on the New York Stock Exchange, Semrush discloses material events through Form 8-K filings, periodic financial information through annual and quarterly reports, and other documents required under U.S. securities laws.
Recent Form 8-K filings illustrate the types of information investors can find in this archive. A November 5, 2025 Form 8-K reports the release of financial results for the quarter ended September 30, 2025 and furnishes the related earnings press release. An August 4, 2025 Form 8-K discloses quarterly results for the period ended June 30, 2025 and describes authorization of a share repurchase program for up to a specified amount of Class A common stock, including details on how repurchases may be executed and the absence of a time limit.
Another Form 8-K filed on November 19, 2025 describes an Agreement and Plan of Merger among Semrush, Adobe Inc., and a wholly owned Adobe subsidiary. That filing explains that, subject to the terms and conditions in the Merger Agreement, the subsidiary will merge with and into Semrush, with Semrush surviving as a wholly owned subsidiary of Adobe, and that each share of Semrush common stock will be converted into the right to receive a specified cash consideration. The same document outlines closing conditions, termination rights, and the existence of voting and support agreements with certain stockholders.
Additional filings cover governance and executive matters. For example, an August 4, 2025 Form 8-K/A supplements earlier disclosure about a new board member’s committee assignments, while a November 21, 2025 Form 8-K discusses an executive employment agreement that includes severance and change-of-control provisions. These documents provide insight into Semrush’s leadership structure, compensation arrangements, and board oversight.
On this SEC filings page, users can access Semrush’s Forms 8-K and 8-K/A and, via the SEC’s EDGAR system, its 10-K annual reports, 10-Q quarterly reports, and other filings. Stock Titan enhances this information with AI-powered summaries that highlight key elements of lengthy documents, such as transaction terms, share repurchase authorizations, or changes in governance. For investors tracking material events, merger progress, capital allocation decisions, and executive agreements related to SEMR, this page offers a centralized view of Semrush’s regulatory disclosures, updated as new filings are made available on EDGAR.
Morgan Stanley Smith Barney LLC Executive Financial Services submitted a Form 144 notice reporting proposed dispositions of Common shares.
The filing lists multiple entries tied to restricted stock vesting and previously exercised options, with notable line items of 110,000 (11/03/2023) and 160,000 (07/22/2024) shares, plus several smaller vesting tranches and dates.
SEMrush Holdings, Inc. director and Chief Technology Officer Oleg Shchegolev reported an open-market sale of 200,000 shares of Class A Common Stock at a weighted average price of $11.93 per share. Following the sale, he directly owns 7,174,188 shares, which includes restricted stock units that will convert into shares as they vest.
In addition to his direct holdings, entities associated with Shchegolev hold substantial indirect positions. The Oleg Shchegolev Irrevocable Non-Exempt Trust of 2020 holds 26,739,320 shares, and Shchegolev Holdings, LLC holds 3,282,040 shares. The filing explains that he disclaims beneficial ownership of these indirect holdings except to the extent of any pecuniary interest.
SEMrush Holdings, Inc. reported that its Chief Legal Officer, David W. Mason, sold 97,372 shares of Class A Common Stock in an open-market transaction on March 5, 2026. The weighted average sale price ranged from $11.93 to $11.94 per share.
After this sale, Mason beneficially owned 271,248 shares of Class A Common Stock, a portion of which are restricted stock units that each represent the right to receive one share upon vesting.
SEMrush Holdings, Inc. Chief Marketing Officer Andrew Warden sold 41,249 shares of Class A Common Stock in an open-market transaction at a weighted average price of $11.81 per share, with individual trades between $11.81 and $11.82.
After this sale, he directly holds 341,703.89 shares, and a portion of these holdings consists of restricted stock units that each convert into one share of Class A Common Stock upon vesting.
Andrew Warden reported sales of Common stock under Form 144. The filing lists two dispositions: 196,116 shares sold on
Semrush Holdings, Inc. filed its Annual Report outlining 2025 results and a pending cash acquisition by Adobe. Under a signed merger agreement, each Class A and Class B share is expected to be converted into $12.00 in cash, after which Semrush would become a wholly owned Adobe subsidiary and be delisted from the NYSE.
Operationally, Semrush positions itself as a leading online visibility SaaS platform, expanding into AI and generative engine optimization. Annual recurring revenue rose to $471.4 million as of December 31, 2025, from $411.6 million a year earlier, while revenue grew to $443.6 million, up 18% year over year.
The company reported a 2025 net loss of $19.5 million after posting net income in 2023 and 2024, reflecting continued investment in growth and merger-related costs. The report highlights competitive pressures, rapid AI-driven changes in search, and specific risks tied to completing the Adobe transaction, including regulatory approvals, contractual restrictions, and ongoing stockholder litigation challenging merger disclosures.
Semrush Holdings, Inc. reported strong growth for the fourth quarter and full year 2025 while preparing to be acquired by Adobe. Fourth quarter revenue was $117.7 million, up 15% year-over-year, and full year revenue reached $443.6 million, up 18%.
Annual recurring revenue was $471.4 million as of December 31, 2025, up 15%, with AI products at $38 million and the Enterprise platform at $37 million in ARR. Non-GAAP income from operations was $15.0 million in Q4 and $53.3 million for 2025, for non-GAAP operating margins of 12.8% and 12%.
GAAP results showed a 2025 net loss attributable to Semrush of $18.96 million, but cash flow from operations was solid at $59.6 million for the year. The acquisition by Adobe, announced in November 2025, is expected to close in the first half of 2026, and Semrush will not hold future earnings calls or give 2026 guidance due to the pending transaction.
SEMrush Holdings director and 10% owner Dmitry Melnikov acquired 66,667 shares of Class A Common Stock on February 10, 2026. The filing describes this as an exchange transaction, where he received back the same number of issuer shares previously contributed to an exchange-traded fund, with a stated value of
After this transaction, Melnikov directly beneficially owned 1,946,479 Class A shares. The filing also lists additional Class A shares held indirectly through several family trusts and an LLC, for which he includes standard disclaimers of beneficial ownership except to the extent of any pecuniary interest.