Form 4: Semrush Acquired by Adobe for $12.00 Per Share

Semrush Holdings, Inc. has been acquired by Adobe Inc. in a merger transaction, resulting in the cancellation of all outstanding equity held by reporting person Eugenie Levin.

Summary

• Semrush Holdings, Inc. completed a merger with Adobe Inc. on April 28, 2026.
• The merger resulted in the acquisition of Semrush by Adobe, with Semrush becoming a wholly owned subsidiary.
• Reporting person Eugenie Levin disposed of 577,985 shares of Class A Common Stock and 1,149,408 shares of Class B Common Stock.
• All shares were converted into the right to receive $12.00 per share in cash.
• Outstanding stock options with exercise prices below $12.00 were cashed out based on the spread value.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, as it represents the final administrative step of a previously announced acquisition rather than new operational performance data.

Positives

• Shareholders received a definitive cash consideration of $12.00 per share.
• Successful completion of the merger agreement dated November 18, 2025.

Negatives

• The company is no longer an independent publicly traded entity.
• Equity holders have had their holdings converted to cash or Adobe-related instruments, ending their direct ownership in Semrush.

Risks

• Integration risks associated with becoming a wholly owned subsidiary of Adobe Inc.
• Potential loss of independent operational autonomy post-acquisition.

Future Outlook

The company has been acquired by Adobe Inc. and will operate as a wholly owned subsidiary; no further independent guidance is provided.

Management Comments

• The filing confirms the execution of the merger agreement and the subsequent conversion of equity into cash consideration.

Industry Context

StockSavvy.ai notes that this acquisition represents a significant consolidation in the marketing technology and SEO software space, as Adobe continues to expand its digital experience and content management ecosystem by absorbing specialized SaaS platforms.

Comparison to Industry Standards

• The $12.00 cash-out price represents the final valuation for public shareholders, consistent with standard M&A exit procedures for mid-cap SaaS companies.
• The conversion of unvested equity into parent company (Adobe) awards is a standard retention mechanism in large-scale technology acquisitions.

Corporate Governance

Stakeholder Impact

• Shareholders receive cash consideration for their holdings.
• Employees and management transition to Adobe Inc. organizational structures.

Next Steps

• Delisting of Semrush Holdings, Inc. from public exchanges.
• Integration of Semrush operations into Adobe Inc.

Key Dates

Keywords

Semrush, Adobe, Merger, Acquisition, Form 4, Insider Transaction, Cash-out