4/A: Semrush Director Dmitry Melnikov Amends Filing to Reflect Trust Transfer and Tax Obligation Sales

Sentiment:

SEC Form 4/A (Amendment)


Dmitry Melnikov, a director and 10% owner of Semrush Holdings, Inc., amended a previous SEC filing to accurately reflect a transfer of shares to a family trust and sales to cover tax obligations from vested restricted stock units.

Summary

  • Dmitry Melnikov, a director and 10% owner of Semrush Holdings, Inc. (SEMR), filed an amended Form 4 with the SEC.
  • The amendment corrects an earlier filing from April 4, 2024, which did not reflect the transfer of 1,644,626 shares of Class A Common Stock to The Dmitry Melnikov Grantor Retained Annuity Trust Four.
  • The transfer was made on March 11, 2024, for no consideration.
  • Melnikov also sold 1,445 shares of Class A Common Stock on April 2, 2024, at a weighted average price of $13.12, ranging from $13.05 to $13.16.
  • This sale was to cover tax withholding obligations resulting from the vesting of restricted stock units (RSUs) on April 1, 2024, and was not a discretionary trade.
  • Following the reported transactions, Melnikov beneficially owns 1,327,537 shares of Class A Common Stock directly and continues to have indirect ownership through the trust.
  • The trust is managed by IQ EQ Trust Company, US, LLC, with Melnikov's spouse acting as the trust advisor, directing voting and disposal of assets.

Sentiment

Score: 6

Explanation: The document is a routine regulatory filing, so the sentiment is neutral. The transactions themselves (transfer to a trust, sale for tax obligations) don't inherently indicate positive or negative sentiment about the company's prospects.

Industry Context

Form 4 filings are a routine part of corporate governance, providing transparency into the transactions of company insiders. This amended filing ensures accurate reporting of Dmitry Melnikov's transactions in Semrush stock.

Related Party Transactions

  • The transfer of 1,644,626 shares to The Dmitry Melnikov Grantor Retained Annuity Trust Four is a related party transaction, as the trust benefits members of Melnikov's family.

Stakeholder Impact

  • The filing provides transparency to shareholders regarding insider transactions.
  • The sale of shares to cover tax obligations has a minimal impact on the overall market.

Key Dates

DateDescription
03/11/2024Reporting person transferred 1,644,626 shares of Class A Common Stock to The Dmitry Melnikov Grantor Retained Annuity Trust Four for no consideration.
04/01/2024Vesting of restricted stock units (RSUs).
04/02/2024Sale of 1,445 shares of Class A Common Stock to meet tax withholding obligations as a result of vesting of restricted stock units.
04/04/2024Original Form 4 filing which inadvertently did not reflect the Reporting Person's contribution of 1,644,626 shares of Class A Common Stock to the Dmitry Melnikov Grantor Retained Annuity Trust Four for no consideration.
09/03/2024Date of amended filing.

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