Form 4: Semrush Holdings Acquired by Adobe for $12 Per Share
Statement of Changes in Beneficial Ownership
Director Caroline J. Tsay reports the disposal of Semrush Holdings, Inc. shares following the company's acquisition by Adobe Inc.
Summary
- Semrush Holdings, Inc. completed a merger with Adobe Inc. on April 28, 2026.
- Under the terms of the merger, each share of Semrush Class A Common Stock was converted into the right to receive $12.00 in cash.
- Reporting person Caroline J. Tsay disposed of 44,389 shares as part of the merger transaction.
- Outstanding restricted stock units (RSUs) held by the director were cancelled and cashed out at the $12.00 per share merger consideration.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral administrative filing confirming the completion of a previously announced merger transaction.
Positives
- Shareholders received a definitive cash consideration of $12.00 per share upon the completion of the merger.
Negatives
- The company has ceased to be an independent publicly traded entity following the merger with Adobe Inc.
Risks
- The issuer is now a wholly owned subsidiary of Adobe Inc., eliminating independent equity ownership for former shareholders.
Future Outlook
The company has been acquired by Adobe Inc. and is now a wholly owned subsidiary; therefore, no independent future guidance for Semrush Holdings, Inc. is provided.
Industry Context
StockSavvy.ai notes that this acquisition represents a significant consolidation in the marketing technology and SEO software space, with Adobe integrating Semrush's data-driven marketing capabilities into its broader Experience Cloud ecosystem.
Comparison to Industry Standards
- The acquisition follows a trend of large-cap software companies (like Adobe) acquiring specialized SaaS platforms to enhance their digital marketing suites.
- The $12.00 per share cash-out provides immediate liquidity to shareholders, consistent with standard M&A exit strategies in the tech sector.
Stakeholder Impact
- Shareholders have had their equity converted to cash at $12.00 per share.
- The company is now a wholly owned subsidiary of Adobe Inc.
Next Steps
- Delisting of Semrush Holdings, Inc. from public exchanges.
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 the reported transaction. |
Keywords
Semrush, Adobe, Merger, Acquisition, SEMR, Form 4, Insider Transaction
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