SEMR Filing: Notice to Sell 7,001 Shares via Morgan Stanley on NYSE

Rhea-AI Filing Summary

SEMRush Holdings, Inc. (Form 144) filed a notice of proposed sale of 7,001 common shares to be executed through Morgan Stanley Smith Barney LLC on the NYSE with an approximate sale date of 08/27/2025. The filing reports an aggregate market value of $54,381.67 for the shares and states 148,705,620 shares outstanding. The securities were acquired as restricted stock: 7,000 shares on 06/01/2025 and 1 share on 10/01/2022. No securities were reported sold by the person in the past three months. The filing includes the standard representation that the selling person is not aware of undisclosed material adverse information.

Insights

Securities Compliance Analyst

TL;DR: Routine Rule 144 notice for a proposed sale of restricted common stock; contains standard disclosures.

The filing is a standard Rule 144 notice indicating an intention to sell 7,001 shares of common stock through Morgan Stanley Smith Barney LLC with an estimated aggregate market value of $54,381.67 and an approximate sale date of 08/27/2025. Acquisition details explicitly list restricted stock grants dated 06/01/2025 (7,000 shares) and 10/01/2022 (1 share). The filer certifies no undisclosed material adverse information and reports no sales in the prior three months. From a compliance perspective, the document contains the necessary elements for a Rule 144 notice, including broker identification, class of security, acquisition dates, and the seller’s representation.

Corporate Governance Specialist

TL;DR: Disclosure is procedural and informational; no material governance events are reported.

The submission provides the required public notice of a proposed sale under Rule 144 and documents the origin of the shares as restricted stock issued by the issuer. It does not disclose the identity of the selling person in the provided text, nor any changes in management, related-party transactions, or governance actions. The statement that no material undisclosed information is known is a routine attestation included in these notices.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	7001	54381.67	148705620	08/27/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	06/01/2025	Restricted Stock	Issuer			7000	06/01/2025	Not Applicable
Common	10/01/2022	Restricted Stock	Issuer			1	10/01/2022	Not Applicable

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What shares does SEMR file propose to sell in this Form 144?

The filing proposes the sale of 7,001 common shares of the issuer.

Through which broker will the SEMR shares be sold?

The notice lists Morgan Stanley Smith Barney LLC as the broker (Executive Financial Services, 1 New York Plaza, 8th Floor, New York, NY).

What is the estimated aggregate market value of the proposed SEMR sale?

The aggregate market value is reported as $54,381.67.

When is the approximate sale date reported in the SEMR Form 144?

The approximate date of sale is listed as 08/27/2025.

How were the shares being sold acquired according to the filing?

The shares were acquired as restricted stock: 7,000 shares on 06/01/2025 and 1 share on 10/01/2022.

Were any SEMR securities sold in the past three months by the selling person?

The filing states Nothing to Report for securities sold during the past three months.