Belanger Jeffrey 4

4 · SEMrush Holdings, Inc. · Filed Mar 29, 2021

Form 4

Period: 2021-03-29

Chief Human Resources Officer

Transactions

Other
Employee Stock Option (Right to Buy)
2021-03-29−209,484→ 0 total
Exercise: $1.86Exp: 2030-07-28→ Common Stock (209,484 underlying)
Other
Employee Stock Option (Right to Buy)
2021-03-29−119,016→ 0 total
Exercise: $1.86Exp: 2030-07-28→ Common Stock (119,016 underlying)
Other
Employee Stock Option (Right to Buy)
2021-03-29+119,016→ 119,016 total
Exercise: $1.86Exp: 2030-07-28→ Class B Common Stock (119,016 underlying)
Other
Employee Stock Option (Right to Buy)
2021-03-29+209,484→ 209,484 total
Exercise: $1.86Exp: 2030-07-28→ Class B Common Stock (209,484 underlying)
Other
Common Stock
2021-03-29−0→ 0 total
Other
Class B Common Stock
2021-03-29+0→ 0 total
→ Class A Common Stock (0 underlying)

Footnotes (4)

[F1]The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis and will mandatorily convert into Class A common stock on the date that is seven years from the date of the prospectus used in connection with the IPO and upon the occurrence of certain other events as set forth in the Issuer's certificate of incorporation.
[F2]Immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of the Issuer's Preferred Stock into Common Stock, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
[F3]The stock option vests 25% on July 6, 2021 and the remainder vests in equal monthly installments, such that the option will be fully vested as of July 6, 2024, subject to the Reporting Person's continuous employment with the Issuer on each such date.
[F4]The stock option vests 25% on July 6, 2021 and the remainder vests in equal monthly installments, such that the option will be fully vested as of December 6, 2023, subject to the Reporting Person's continuous employment with the Issuer on each such date.

Documents

1 file