SEMrush files Form 25 to delist Class A shares

SEMrush Holdings, Inc. notifies that its Class A Common Stock has been removed from listing and/or withdrawn from registration on the New York Stock Exchange.

Rhea-AI Filing Summary

SEMrush Holdings, Inc. notifies that its Class A Common Stock has been removed from listing and/or withdrawn from registration on the New York Stock Exchange.

The Exchange certified compliance with 17 CFR 240.12d2-2 and the issuer certified compliance with the Exchange's rules governing voluntary withdrawal.

Insights

Market Structure Analyst

Delisting recorded under Form 25; regulatory steps confirmed.

The filing documents a procedural removal of Class A Common Stock from the NYSE, citing compliance with 17 CFR 240.12d2-2. This is an administrative action that records delisting/withdrawal rather than operational or financial performance.

Cash‑flow treatment and reasons for withdrawal are not detailed in the excerpt; subsequent filings or exchange notices may provide the rationale and any shareholder actions required.

Key Figures

Commission File Number: 001-40276 Issuer principal office zip: 02199 Issuer telephone: 800-851-9959

3 metrics

Commission File Number 001-40276 Form 25 cover entry

Issuer principal office zip 02199 800 Boylston Street, Suite 2475, Boston, MASSACHUSETTS

Issuer telephone 800-851-9959 Issuer contact number listed on the form

Key Terms

Form 25, 17 CFR 240.12d2-2, Section 12(b)

3 terms

Form 25 regulatory

"FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION"

A Form 25 is an official filing with the U.S. Securities and Exchange Commission used to remove a company's stock or other security from a national exchange list. Investors should care because delisting often means less visibility, lower trading volume and wider price swings—similar to a product moving from a major supermarket to a small local market, which can make buying, selling and valuing the security more difficult.

17 CFR 240.12d2-2 regulatory

"Pursuant to 17 CFR 240.12d2-2(b), the Exchange has complied with its rules"

A U.S. Securities and Exchange Commission rule that describes the conditions and procedural steps for a security to be removed from public registration or reporting under the Securities Exchange Act of 1934. For investors, it matters because it explains when a company’s shares can stop being subject to regular disclosure and exchange listing rules — similar to knowing when a publicly tracked product will be discontinued and no longer send updates, which affects transparency and liquidity.

Section 12(b) regulatory

"REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT"

Section 12(b) of the U.S. Securities Exchange Act requires securities listed on a national stock exchange to be registered with the U.S. Securities and Exchange Commission (SEC) and to follow regular public reporting and disclosure rules. For investors, a 12(b) listing generally means more routine financial updates, regulatory oversight and easier buying and selling—like a storefront that must display its inventory and prices, making it simpler to inspect and trade the product.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does SEMrush's Form 25 filing mean for SEMR shareholders?

It records removal/withdrawal of Class A Common Stock from NYSE listing. The filing certifies compliance with listing‑withdrawal rules but does not state reasons, trading arrangements, or next steps for shareholders.

Will SEMR shares still trade after the Form 25 delisting?

The filing itself does not state post‑delisting trading venues or arrangements. Share trading continuity and relocation to another market are not described in the provided excerpt.

Who certified the delisting in the Form 25 for SEMrush (SEMR)?

The New York Stock Exchange LLC certified the removal and execution of Form 25, signed by Anthony Sozzi, Analyst, Market Watch. The issuer also certified compliance with Exchange rules per the excerpt.

Which regulatory provision is cited in SEMrush's Form 25?

The filing cites 17 CFR 240.12d2-2 and Section 12(b) of the Securities Exchange Act of 1934 as the regulatory basis for removal/withdrawal procedures.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/28/2026 - 09:20 AM Learn about SEC filing dates

UNITED STATES

OMB APPROVAL

OMB Number:			3235-0080
Expires:	March 31, 2018
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hours per response:			1.7

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 25

NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION
UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934.

Commission File Number

001-40276

Issuer:	SEMrush Holdings, Inc.
Exchange:	NEW YORK STOCK EXCHANGE LLC

(Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered)

Address:	800 Boylston Street, Suite 2475
	Boston	MASSACHUSETTS	02199
Telephone number:					800-851-9959

(Address, including zip code, and telephone number, including area code, of Issuer's principal executive offices)

Class A Common Stock

(Description of class of securities)

Please place an X in the box to designate the rule provision relied upon to strike the class of securities from listing and registration:

17 CFR 240.12d2-2(a)(1)

17 CFR 240.12d2-2(a)(2)

17 CFR 240.12d2-2(a)(3)

17 CFR 240.12d2-2(a)(4)

Pursuant to 17 CFR 240.12d2-2(b), the Exchange has complied with its rules to strike the class of securities from listing and/or withdraw registration on the Exchange. ¹

Pursuant to 17 CFR 240.12d2-2(c), the Issuer has complied with its rules of the Exchange and the requirements of 17 CFR 240.12d-2(c) governing the voluntary withdrawal of the class of securities from listing and registration on the Exchange.

Pursuant to the requirements fo the Securities Exchange Act of 1934, NEW YORK STOCK EXCHANGE LLC certifies that it has reasonable grounds to believe that it meets all of the requirements for filing the Form 25 and has caused this notification to be signed on its behalf by the undersigned duly authorized person.

2026-04-28	By	Anthony Sozzi		Analyst, Market Watch
Date		Name		Title

¹ Form 25 and attached Notice will be considered compliance with the provisions of 17 CFR 240.19d-1 as applicable. See General Instructions.

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.