SCHEDULE 13G/A: Dmitry Melnikov Maintains Significant 17.8% Stake in Semrush Holdings, Inc.

Dmitry Melnikov, a key individual, has reported a beneficial ownership of 17.8% of Semrush Holdings, Inc.'s Class A Common Stock as of March 31, 2025, through various direct and trust-held interests.

Summary

• Dmitry Melnikov beneficially owns an aggregate of 26,320,021 shares of Semrush Holdings, Inc. Class A Common Stock.
• This ownership represents approximately 17.8% of the outstanding Class A Common Stock, calculated based on 126,622,303 Class A shares and 21,019,818 Class B shares outstanding as of March 31, 2025.
• Mr. Melnikov holds 2,531,124 shares of Class A common stock individually.
• He is entitled to 52,519 Class A shares from restricted stock units and 91,659 Class A shares from stock options, both vesting or exercisable within 60 days of March 31, 2025.
• Significant portions of his holdings are through various entities: 5,924,595 Class A shares via Min Choron LLC, 914,033 Class A shares via The Dmitry Melnikov Grantor Retained Annuity Trust Three, and 734,437 Class A shares via The Dmitry Melnikov Grantor Retained Annuity Trust Four.
• The Dmitry Melnikov Remainder Trust holds 8,683,659 Class A shares and 7,387,995 Class B shares.
• Mr. Melnikov is deemed to have sole voting and sole dispositive power over all 26,320,021 shares.
• The combined 18,932,026 Class A shares and 7,387,995 Class B shares owned by Mr. Melnikov represent 27.5% of the aggregate combined voting power of Class A and Class B common stock, given Class B shares carry ten votes each.

Sentiment

Score: 5

Explanation: The document is a factual disclosure of beneficial ownership and is largely neutral in sentiment. The continued significant insider stake could be viewed positively by some investors.

Positives

• The filing indicates a substantial and continued insider ownership by Dmitry Melnikov, suggesting alignment of interests with shareholders.
• The significant voting power (27.5%) held by Mr. Melnikov through his Class A and Class B shares provides stable control and strategic direction.

Future Outlook

This document is a beneficial ownership report and does not contain forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

This filing is a routine disclosure of beneficial ownership by a significant individual shareholder, Dmitry Melnikov, in Semrush Holdings, Inc., a company operating in the digital marketing and SEO software industry. Such filings provide transparency regarding insider stakes but do not directly reflect broader industry trends or competitive dynamics.

Related Party Transactions

• Dmitry Melnikov's beneficial ownership includes shares held by Min Choron LLC and various Melnikov Grantor Retained Annuity Trusts and the Melnikov Remainder Trust, which are established for the benefit of Mr. Melnikov and/or certain family members. Mr. Melnikov's spouse directs the trustee on voting and disposition of assets within these trusts.

Stakeholder Impact

• Shareholders: Provides transparency regarding a significant insider's ownership stake and voting power, which can influence investor confidence and perception of management alignment.
• Management: Confirms the substantial ownership and control held by a key individual, potentially reinforcing strategic stability.

Key Dates

Keywords

Semrush Holdings Inc., Dmitry Melnikov, Beneficial Ownership, SEC Filing, Schedule 13G, Class A Common Stock, Class B Common Stock, Insider Ownership, Voting Power, Equity Holdings