SEMrush (SEMR) CTO’s entities report control over tens of millions of shares
Rhea-AI Filing Summary
SEMrush Holdings director and CTO Oleg Shchegolev, a more than 10% owner, reported an indirect acquisition of 144,000 shares of Class A common stock on February 10, 2026 through Shchegolev Holdings, LLC. The shares were valued at $1,704,960 based on that day’s closing price.
According to the disclosure, Shchegolev Holdings, LLC exchanged its shares in an exchange-traded fund for the same number of SEMrush shares it had previously contributed to the fund, returning those shares to the LLC. Following this, Shchegolev Holdings, LLC held 3,282,040 shares indirectly for the reporting person.
Separately, the filing shows 7,374,188 shares held directly in Shchegolev’s name, a portion of which are restricted stock units that each convert into one Class A share upon vesting. Another 26,739,320 shares are held indirectly via The Oleg Shchegolev Irrevocable Non-Exempt Trust of 2020 for family beneficiaries, with the reporting person disclaiming beneficial ownership beyond any pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | Class A Common Stock | 144,000 | $0.00 | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Footnotes (1)
- Shchegolev Holdings, LLC previously contributed 144,000 shares of Issuer to an exchange traded fund (the "Fund") of which Goldman Sachs Asset Management, L.P. is the Investment Manager and Goldman Sachs EP Advisors LLC is the General Partner. In consideration of such contribution, the Reporting Person received shares of the Fund in an amount equal to the value of shares contributed ("Fund Shares"). On February 10, 2026, pursuant to the governing documents of the Fund, the Reporting Person elected to exchange the Fund Shares for the originally contributed Issuer shares, in the same amount as originally contributed (based on the closing price of the common stock as of market close on February 10, 2026, such Issuer shares had a value of $1,704,960) which were transferred back to Shchegolev Holdings, LLC. These shares are owned by Shchegolev Holdings, LLC. The Oleg Shchegolev Irrevocable GST Trust of 2020 is the sole Member of Shchegolev Holdings, LLC. IQ EQ Trust Company LLC is the trustee of The Oleg Shchegolev Irrevocable GST Trust of 2020. The Reporting Person disclaims Section 16 beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose. A portion of these shares represent restricted stock units ("RSUs"). Each RSU represents a right to receive one share of the Issuer's Class A Common Stock upon vesting. These shares are owned by The Oleg Shchegolev Irrevocable Non-Exempt Trust of 2020, a trust for the benefit of certain members of the Reporting Person's family. The Reporting Person disclaims Section 16 beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.
