BLAKE KATRYN 4

What Happened

• Blake Katryn, a director of Semrush Holdings, disposed of company stock in connection with the April 28, 2026 merger with Adobe. She had 68,393 shares converted to cash at $12.00/share (disposed to the issuer) for $820,716. In addition, 60,000 derivative awards (RSUs) were treated as dispositions in the transaction; as a non-employee director those RSUs were cashed out under the merger terms for the same $12.00 per share (≈ $720,000).
• These were not open-market sales but cash-outs under the Merger Agreement; combined cash proceeds from the two items total approximately $1,540,716.

Key Details

• Transaction date: 2026-04-28 (effective time of the merger).
• Prices/values: 68,393 shares at $12.00 = $820,716; 60,000 RSUs treated as cashed-out at $12.00 ≈ $720,000; combined ≈ $1,540,716.
• Shares owned after transaction: not specified in the provided filing excerpt.
• Notable items: Transactions reflect merger consideration (each SEMR share converted into $12.00 in cash). RSUs held by non-employee directors were cancelled and cashed out per the Merger Agreement; other equity awards had different treatments (conversion to Adobe RSUs or cash-outs) depending on vesting and holder.
• Timeliness: filing shows the report date equal to the transaction date; no late filing flag indicated in the provided excerpt.

Context

• This activity is a corporate-transaction cash-out tied to Adobe’s acquisition of Semrush, not a voluntary open-market sale by the director. Cash received reflects the merger consideration rather than a trading decision.
• For retail investors, merger cash-outs are routine outcomes for insider equity upon acquisition and do not by themselves signal the director’s forward view of the business.