Form 4: Semrush Holdings Acquired by Adobe for $12 Per Share
Merger Completion / Statement of Changes in Beneficial Ownership
Semrush Holdings, Inc. has completed its merger with Adobe Inc., resulting in the cancellation of equity holdings for cash consideration.
Summary
- Semrush Holdings, Inc. was acquired by Adobe Inc. via a merger agreement dated November 18, 2025.
- The merger became effective on April 28, 2026.
- Reporting person Andrew Warden, Chief Marketing Officer, disposed of 338,902.89 shares of Class A Common Stock at a price of $12.00 per share.
- Outstanding stock options with exercise prices below the $12.00 merger consideration were cashed out, while those with higher exercise prices were cancelled for no consideration.
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.
Positives
- Shareholders received a cash consideration of $12.00 per share upon the completion of the merger.
- Successful completion of the acquisition by Adobe Inc. provides liquidity to equity holders.
Negatives
- Stock options with exercise prices equal to or greater than the $12.00 merger consideration were cancelled for no consideration.
- The company ceases to exist as an independent publicly traded entity.
Risks
- The company is no longer a standalone public entity, eliminating future independent growth potential for current shareholders.
- Integration risks associated with the merger into Adobe Inc.
Future Outlook
Semrush Holdings, Inc. is now a wholly owned subsidiary of Adobe Inc.; no further independent guidance is provided.
Industry Context
StockSavvy.ai notes that this acquisition represents a significant consolidation in the marketing technology and SEO software space, with Adobe expanding its ecosystem by absorbing a key player in the digital marketing analytics sector.
Comparison to Industry Standards
- The $12.00 per share cash-out price represents the final valuation for public shareholders.
- The transaction follows standard M&A protocols for cash-out mergers involving equity and derivative conversions.
Stakeholder Impact
- Shareholders receive cash for their holdings.
- Employees and management transition to Adobe Inc. as a subsidiary.
Next Steps
- Delisting of Semrush Holdings, Inc. from public exchanges.
- Integration of Semrush operations into Adobe Inc.
Key Dates
| Date | Description |
|---|---|
| 2025-11-18 | Date of the Agreement and Plan of Merger. |
| 2026-04-28 | Effective time of the merger and date of reported transactions. |
Keywords
Semrush, Adobe, Merger, Acquisition, SEMR, Form 4, Insider Transaction
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