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.
SEMrush Holdings, Inc. reported insider equity activity by its chief executive officer and director in the company’s Class A common stock. On December 15, 2025, the executive received a grant of 927,487 restricted shares at no purchase price under the 2021 Stock Option and Incentive Plan, bringing his direct beneficial ownership to 2,008,007 shares immediately after the grant.
On the same date, 153,690 shares were withheld by the company at $11.86 per share to satisfy tax withholding related to vesting restricted stock units, leaving 1,854,317 directly held shares following the dispositions. The new restricted stock award will vest over three years, with one-third vesting on December 15, 2026 and the remainder vesting in equal quarterly installments over the next 24 months, subject to continuous service.
SEMrush Holdings' Chief Legal Officer David Mason reported equity awards and related share withholding transactions. On December 15, 2025 he received a grant of 143,338 restricted stock units under the 2021 Stock Option and Incentive Plan, each equal to one share of Class A common stock. The RSUs vest over three years, with one-third vesting on December 15, 2026 and the remainder in equal quarterly installments over the following 24 months. The filing also notes that 26,054 Class A shares were withheld at $11.86 per share to cover tax obligations upon RSU vesting, leaving him with 368,620 Class A shares beneficially owned directly.
A holder of SEMR common stock has filed a Rule 144 notice to sell up to 100078 restricted shares through Morgan Stanley Smith Barney LLC Executive Financial Services, with an approximate sale date of 12/16/2025 on the NYSE. The filing shows an aggregate market value of 1187155.26 for these shares, compared with 128163859 common shares outstanding. The securities were acquired as restricted stock from the issuer on 04/10/2024, and by signing the notice the seller represents that they do not know any material adverse information about the issuer that has not been publicly disclosed.
SEMrush Holdings, Inc. reported an insider equity transaction by its Chief Marketing Officer. On 12/08/2025, the officer exercised an employee stock option to acquire 84,585 shares of Class A common stock at an exercise price of $9.78 per share, then reported a sale of 196,115.11 shares at a weighted average price of $11.84 per share. After these transactions, the officer beneficially owned 241,083.89 shares of Class A common stock, which includes restricted stock units that each convert into one share upon vesting. The underlying stock option, originally granted on April 21, 2023, continues to cover additional shares and follows a multi‑year vesting schedule through 04/21/2033, tied to the officer’s continued employment.
Semrush Holdings reported that an insider has filed a Rule 144 notice to sell 196,116 shares of common stock. The planned sale, through Morgan Stanley Smith Barney LLC on the NYSE, has an aggregate market value of $2,322,907.78 based on the information provided. The issuer had 128,163,859 shares outstanding as of the filing data point. The shares to be sold were acquired through a stock option exercise on 12/08/2025 for 84,585 shares paid in cash and a restricted stock grant on 10/06/2022 for 111,531 shares. The person signing the notice represents that they are not aware of undisclosed material adverse information about the company.
SEMrush Holdings, Inc. Chief Technology Officer, director and 10% owner Oleg Shchegolev reported an automatic share withholding related to equity compensation. On December 1, 2025, the company withheld 10,439 shares of Class A common stock at $11.83 per share to cover tax obligations tied to the vesting and net issuance of restricted stock units (RSUs). After this transaction, he directly beneficially owned 7,309,565 Class A shares, a portion of which are RSUs that each convert into one share upon vesting.
In addition to his direct holdings, Shchegolev is reported as having indirect beneficial ownership of 3,138,040 shares held by Shchegolev Holdings, LLC and 26,739,320 shares held by The Oleg Shchegolev Irrevocable Non-Exempt Trust of 2020. The filing notes that these trust-related positions are for the benefit of family members and that Shchegolev disclaims beneficial ownership except to the extent of any pecuniary interest.
SEMrush Holdings, Inc. officer reports tax-related share withholding
A SEMrush Holdings, Inc. officer who serves as President reported a routine equity transaction involving the company’s Class A common stock. On December 1, 2025, 6,264 shares of Class A common stock were withheld by the company to cover tax withholding obligations arising from the vesting and net issuance of restricted stock units (RSUs). The withholding price used was $11.83 per share, based on the closing price that day.
Following this tax withholding event, the reporting person beneficially owns 770,779 shares of Class A common stock, a portion of which consists of RSUs, with each RSU representing the right to receive one share upon vesting.
SEMrush Holdings, Inc. reported an insider equity transaction by its Chief Financial Officer on a Form 4. On December 1, 2025, 8,979 shares of Class A Common Stock were withheld by the company at a price of $11.83 per share to cover tax withholding obligations tied to the vesting of restricted stock units (RSUs). This is a non-market transaction where the company retains shares instead of the executive selling them to pay taxes.
After this withholding, the CFO beneficially owns 881,268 shares of Class A Common Stock. A portion of this total consists of RSUs, each representing a right to receive one share of Class A Common Stock upon vesting. The filing describes a routine equity compensation and tax withholding event rather than an open-market purchase or sale.
SEMrush Holdings, Inc. reported an insider equity transaction by its Chief Marketing Officer. On December 1, 2025, 5,220 shares of Class A common stock were withheld by the company to cover tax obligations tied to the vesting of restricted stock units (RSUs), based on a share price of $11.83. After this tax withholding event, the officer beneficially owned 352,614 shares of Class A common stock in total.
A portion of the remaining holdings consists of RSUs, each representing the right to receive one share of Class A common stock upon vesting. This filing reflects a routine tax-related adjustment rather than an open-market purchase or sale.
SEMrush Holdings, Inc. reported a routine insider equity transaction by its Chief Legal Officer on a Form 4. On December 1, 2025, 3,592 shares of Class A common stock were withheld by the company to cover tax obligations related to the vesting and net issuance of restricted stock units. The withholding price was $11.83 per share, based on the closing price of the Class A common stock on that date. After this tax withholding, the reporting person beneficially owned 251,336 shares, a portion of which are in the form of RSUs that each convert into one share of Class A common stock upon vesting.
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