Form 4: Semrush CEO Oleg Shchegolev Transfers 146,000 Shares in Gift Transaction

Semrush CEO Oleg Shchegolev gifted 146,000 Class A Common Stock shares to Shchegolev Holdings, LLC, while retaining indirect beneficial ownership of millions of shares through various trusts.

Summary

• Oleg Shchegolev, CEO of Semrush Holdings, Inc., has reported a transaction involving the transfer of 146,000 Class A Common Stock shares.
• The shares were gifted to Shchegolev Holdings, LLC on December 12, 2024.
• This transaction did not involve a monetary exchange, with the price per share listed as $0.
• Following the transaction, Mr. Shchegolev directly owns 3,038,823 shares and indirectly owns 3,238,714 shares through Shchegolev Holdings, LLC.
• He also has indirect beneficial ownership of 3,855,374 shares through The Oleg Shchegolev Grantor Retained Annuity Trust II and 27,662,150 shares through The Oleg Shchegolev Irrevocable Non-Exempt Trust of 2020.
• The report clarifies that Mr. Shchegolev disclaims beneficial ownership of the indirectly held shares except for his pecuniary interest, and the report is not an admission of beneficial ownership for Section 16 or any other purpose.

Sentiment

Score: 5

Explanation: The document is a routine regulatory filing related to a share transfer. It does not indicate any positive or negative sentiment regarding the company's performance or future prospects.

Management Comments

• The Reporting Person disclaims Section 16 beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.

Industry Context

This is a standard SEC Form 4 filing, which is required when company insiders make transactions involving their company's stock. It is a routine disclosure and does not indicate any specific industry trend.

Comparison to Industry Standards

• SEC Form 4 filings are a standard practice for publicly traded companies in the United States, and this filing is consistent with those requirements.
• The reporting of indirect ownership through trusts and LLCs is also a common practice among executives and major shareholders.
• The disclaimer of beneficial ownership, except for pecuniary interest, is a standard legal practice to avoid unintended implications of ownership.

Stakeholder Impact

• The share transfer is unlikely to have a significant impact on stakeholders as it is a transfer of ownership between related entities and does not involve a change in the total number of shares outstanding.

Key Dates

Keywords

Semrush, Oleg Shchegolev, SEC Form 4, Share Transfer, Beneficial Ownership, Class A Common Stock, Shchegolev Holdings LLC, Trusts, Gift