semr-20230116

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January 16, 2023

Semrush Holdings, Inc.

(Exact name of registrant as specified in its charter)f

Delaware
(State or Other Jurisdiction
of Incorporation)


001-40276						84-4053265
(Commission File Number)						(I.R.S. Employer Identification No.)
800 Boylston Street, Suite 2475 Boston, Massachusetts						02199
(Address of Principal Executive Offices)						(Zip Code)

(800) 851-9959
(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, If Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


			☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


			☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


			☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b))


			☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c))


Securities			registered pursuant to Section 12(b) of the Act:

Title of each class

Trading
Symbol

Name of each exchange
on which registered

Class A Common Stock, par value $0.00001 per share

SEMR

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section

13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 16, 2023, Delbert Humenik, Chief Revenue Officer of Semrush Holdings, Inc. (the “Company”), informed the Company that he intends to retire from the Company as of February 15, 2023. Following his retirement, Mr. Humenik plans to remain an advisor with the Company until July 1, 2023.

Item 7.01. Regulation FD Disclosures

On January 17, 2023, the Company issued a press release announcing the appointment of Channing Ferrer as Chief Sales Officer, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information in this Item 7.01 (including the exhibit) shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section and is not incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits


Exhibit No.			Description

99.1			Press Release dated January 17, 2023, announcing Channing Ferrer as Chief Sales Officer.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	SEMRUSH HOLDINGS, INC.

Date: January 17, 2023	By:	/s/ David Mason
		David Mason
		General Counsel and Secretary

January 17, 2023 Boston — Semrush (NYSE: SEMR), a leading online visibility management SaaS platform, today announced the appointment of Channing Ferrer as Chief Sales Officer. Ferrer was most recently Chief Revenue Officer at Built In and has more than 20 years of experience in global sales leadership roles. “I couldn’t be more excited about Channing joining our team at this stage in our growth journey,” said Oleg Shchegolev, CEO of Semrush. “Channing’s expertise at companies like Built In and HubSpot will bring a renewed vision and execution to our sales organization. He’ll focus on the expansion of our more than 94,000 customer accounts, growing average checks by adding any number of our 55+ tools available for customers today. We’ve had strong leadership in this division for many years, and I’m excited to take it to the next level.” Prior to Built In, Ferrer served as VP of Sales Operations, Strategy, and Acceleration at HubSpot (NYSE:HUBS) where he led growth in revenue from $200m to $1.5bn over a six (6) year period. Ferrer previously served as EVP for Global Sales at C2FO and SVP of International Sales at S&P Capital IQ, which he helped grow S&P Capital IQ to over $1B in revenue. “Having worked in similar spaces in the market, I’ve always had my eye on Semrush. When the opportunity came to join this Team I didn’t hesitate,” said Ferrer. “I’m looking forward to bringing my expertise to the table to build upon the team’s success. I’m eager to roll my sleeves up and test new approaches from day one.” Ferrer will succeed Delbert Humenik, who has served as Chief Revenue Officer (CRO) since 2017. Humenik will remain as CRO until February 15, 2023 and then transition to an advisor role until July 1, 2023. “I want to take this opportunity to thank Del for his leadership in building the sales function from the ground up,” said Shchegolev. “He has played such an integral part in our business growth and for that we are truly grateful.” About Semrush Semrush is a leading online visibility management SaaS platform that enables businesses globally to run search engine optimization, pay-per-click, content, social media and competitive research campaigns and get measurable results from online marketing. Semrush offers insights and solutions for companies to build, manage, and measure campaigns across various marketing channels. Semrush, with over 94,000 paying customers, is headquartered in Boston and has offices in Philadelphia, Dallas, Amsterdam, Berlin, Barcelona, Prague, Warsaw, Belgrade, and Limassol as well as new locations in Turkey, Armenia, and Georgia. Forward-Looking Statements Exhibit 99.1

This press release may include forward-looking statements regarding the growth of Semrush, the size and development of the market for its products and future leadership. Such forward-looking statements may be identified by the use of the following words (among others): “continues,” “remains,” “believes,” “expects,” “may,” “will,” “plan,” “should" or "anticipates," or comparable words and their negatives. These forward- looking statements are not guarantees but are subject to risks and uncertainties that could cause actual results to differ materially from the expectations contained in these statements. For a discussion of such risks and uncertainties, see "Risk Factors" in Semrush’s filings with the Securities and Exchange Commission, including its most recent quarterly report on Form 10-Q. Semrush assumes no obligation to update any forward-looking statements contained in this press release in the event of changing circumstances or otherwise, and such statements are current only as of the date they are made. Contacts INVESTOR: Bob Gujavarty VP Investor Relations Semrush Holdings, Inc [email protected] MEDIA: Jesse Platz VP Public Relations Semrush Holdings, Inc. [email protected]