SEMR Holdings Ltd. 4
4 · SEMrush Holdings, Inc. · Filed Mar 30, 2021
Insider Transaction Report
Form 4
SEMR Holdings Ltd.
10% Owner
Transactions
- Conversion
Series A Preferred Stock
2021-03-29−2,957,000→ 0 total→ Common Stock (8,871,000 underlying) - Conversion
Series A-1 Preferred Stock
2021-03-29−1,837,600→ 0 total→ Common Stock (5,512,800 underlying) - Conversion
Common Stock
2021-03-29+14,383,800→ 16,256,100 total - Other
Common Stock
2021-03-29−16,256,100→ 0 total - Other
Class B Common Stock
2021-03-29+16,256,100→ 16,256,100 total→ Class A Common Stock (0 underlying)
Footnotes (3)
- [F1]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.
- [F2]Each series of the Issuer's Preferred Stock automatically converted into Common Stock on a 3:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
- [F3]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..