0001831840FALSE00018318402023-08-032023-08-03
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): August 3, 2023
Semrush Holdings, Inc.
(Exact name of registrant as specified in its charter)
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 (see General Instruction A.2. below):
| | | | | | |
| ☐ | 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)) |
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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 2.02. Results of Operations and Financial Condition.
On August 3, 2023, Semrush Holdings, Inc. announced its financial results for the fiscal quarter ended June 30, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The information in this Current Report on Form 8-K and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| | | | | |
Exhibit No. | Description |
| |
| Press Release issued by the registrant on August 3, 2023, furnished herewith. |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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: August 3, 2023 | By: | /s/ David Mason | |
| | Name: David Mason | |
| | Title: General Counsel and Secretary | |
Exhibit 99.1
Semrush Announces Second Quarter 2023 Financial Results
–Second quarter revenue of $74.7 million, up 19% year-over-year
–Surpasses $300 million of ARR, delivering 20% year-over-year growth in the second quarter
–Raises full year 2023 guidance
08/03/2023
BOSTON--(BUSINESS WIRE)-- Semrush Holdings, Inc. (NYSE: SEMR), a leading online visibility management SaaS platform, today reported financial results for the second quarter ended June 30, 2023.
"In the second quarter, we experienced steady growth, achieving double digit gains in revenue and paying customers year-over-year. I am pleased with our results this quarter - reporting revenue growth of 19%, ARR growth of 20% and customer growth of 14%,” said Oleg Shchegolev, CEO and Co-Founder of Semrush. “We returned to our roots, and have a healthy business focused on both growth and profitability. As a result of our strong execution, improved cost structure and continued leverage as we scale, we are raising our full year 2023 guidance.
“Our impressive results are a testament to the value we provide customers and our strategic positioning. We are continuously expanding our product offerings, investing in cutting-edge technology, particularly in Artificial Intelligence (AI), and are focused on driving new customer growth. I want to thank our growing customer base for their loyalty and support - our commitment to help businesses grow online remains unwavering," added Mr. Shchegolev.
Second Quarter Financial Highlights
•Second quarter revenue of $74.7 million, up 19% year-over-year.
•ARR of $302.4 million as of June 30, 2023, up 20% year-over-year.
•Dollar-based net revenue retention of 112% as of June 30, 2023, compared to 116% in the previous quarter.
•Over 104,000 paying customers as of June 30, 2023, up approximately 14% from a year ago.
•Net loss of $0.3 million for the second quarter, compared with a net loss of $8.3 million from a year ago.
•Non-GAAP net income of $3.5 million for the second quarter, compared with non-GAAP net loss of $6.1 million from a year ago.
See “Non-GAAP Financial Measures & Definitions of Key Metrics” below for how Semrush defines ARR, dollar-based net revenue retention, non-GAAP net income (loss), and the financial tables that accompany this release for reconciliations of each non-GAAP financial measure to its closest comparable GAAP financial measure.
Second Quarter 2023 Business Highlights
We are committed to empowering our customers with the best-in-class tools and services needed to boost their online presence and gain an edge in the market. In the second quarter, we advanced and expanded many of our offerings:
•Continued investments in Generative AI to provide enhanced, more efficient content creation capabilities through Semrush’s platform and App Center:
◦Launched Accessibility Scan & Monitor, a website accessibility app that uses AI to identify accessibility compliance issues – improving usability and removing barriers to entry for existing and potential customers, regardless of disability status.
◦Introduced Kompyte GPT, cutting-edge tracking technology that uses AI-driven automation to streamline the creation and maintenance of Battlecards, providing organizations with a strategic advantage to competitors.
◦Released two new AI-powered features within the SEO Writing Assistant including the Summarizer and “Compose with AI” functions that substantially reduce research and writing time for customers.
◦Added “Ask AI” feature to the ContentShake app, enabling customers to consistently produce high-quality content by entering a detailed text prompt.
•Semrush customers who pay more than $10,000 annually grew by more than 34% year-over-year.
•Ended the quarter with more than 951,000 registered free active customers, up 35% year-over-year.
Business Outlook
“Looking at the second half of 2023, I am confident in the underlying trends in the business and capabilities of our team to deliver profitability,” said Brian Mulroy, CFO of Semrush. “We expect revenue growth to reaccelerate with increasing adoption of our expanding product portfolio, tools, and add-ons. Importantly, we are committed to maintaining a disciplined and balanced approach to optimizing costs and improving efficiency and profitability while continuing to invest in future growth opportunities that we expect will drive long-term value.”
Based on information as of today, August 3, 2023, we are issuing the following financial guidance:
Third Quarter 2023 Financial Outlook
•For the third quarter, we expect revenue in a range of $78.0 to $79.0 million, which at the mid-point would represent growth of approximately 19% year-over-year.
•We expect third quarter non-GAAP net income of $3.0 to $4.0 million.
Full-Year 2023 Financial Outlook
•For the full-year, we are raising our prior revenue guidance to $307.0 to $309.0 million, from $306.0 to $309.0 million, which would represent growth at the midpoint of approximately 21% year-over-year.
•We are raising our non-GAAP net income guidance to $2.0 to $4.0 million, up from our prior guidance of breakeven to $3.0 million, for the full year 2023.
Reconciliation of non-GAAP net income guidance to the most directly comparable GAAP measure is not available without unreasonable efforts on a forward-looking basis due to the high variability, complexity and low visibility with respect to the charges excluded from this non-GAAP measure, in particular the measures and effects of share-based compensation expense, employer taxes and tax deductions specific to equity compensation awards that are directly impacted by future hiring, turnover and retention needs. We expect the variability of the above charges to have a significant, and potentially unpredictable, impact on our future GAAP financial results.
Governance Update
We are delighted to announce that Mark Vranesh will transition from Semrush’s Lead Independent Director to serve as Chairperson of the Board effective as of today. Mark will remain on the Audit Committee however Anna Baird will Chair the committee effective as of today. This transition is a result of Mr. Shchegolev’s desire to focus more on day to day management as our Chief Executive Officer. Mr Shchegolev will continue to hold a position as a director of the board.
Mark Vranesh has served as a member of our board of directors since December 2019 and as an advisor from November 2017 to December 2019. Ms. Baird has served as a member of our Board since March 2023.
Conference Call Details
Semrush will host a conference call and webcast to discuss its financial results, business highlights, outlook and other matters, the details for which are provided below.
Date: Friday, August 4, 2023
Time: 8:30 a.m. ET
Hosts: Oleg Shchegolev, CEO, Eugene Levin, President, and Brian Mulroy, CFO
Conference ID: 3520221
Participant Toll Free Dial-In Number: 1 (888) 350-3436
Participant International Dial-In Number: 1 (646) 960-0185
Registration:
The live webcast of the conference call as well as the replay can be accessed for a limited time from the Semrush investor relations website at http://investors.semrush.com/.
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 104,000 paying customers, is headquartered in Boston and has offices in Philadelphia, Trevose, Austin, Dallas, Amsterdam, Barcelona, Belgrade, Berlin, Limassol, Prague, Warsaw, and Yerevan.
Forward-looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws, which are statements that involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or our future financial or operating performance. In some
cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “shall,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. Forward-looking statements include, but are not limited to, guidance on financial results for the third quarter and full year of 2023, including revenue and non-GAAP net income; statements about future operating results, business trends, capability to deliver profits, cost reduction and structures, product development, and consumer growth.
The forward-looking statements contained in this release are also subject to other risks and uncertainties, including those more fully described in our filings with the Securities and Exchange Commission (“SEC”), including in the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations'' in our filings with the Securities and Exchange Commission ("SEC"), including our most recent annual report on form 10-K, and our subsequently filed quarterly reports and other SEC filings. Although we believe that our plans, intentions, expectations, strategies and prospects as reflected in or suggested by those forward-looking statements are reasonable, we can give no assurance that the plans, intentions, expectations or strategies will be attained or achieved. The forward-looking statements in this release are based on information available to us as of the date hereof, and we disclaim any obligation to update any forward-looking statements, except as required by law. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release.
Additional information regarding these and other factors that could affect our results is included in our SEC filings, which may be obtained by visiting our Investor Relations page on its website at investors.semrush.com or the SEC's website at www.sec.gov.
Non-GAAP Financial Measure & Definitions of Key Metrics
Semrush has provided in this release the non-GAAP financial measure of non-GAAP net income (loss). Semrush uses this non-GAAP financial measure internally in analyzing its financial results and believes it is useful to investors, as a supplement to GAAP measures, in evaluating Semrush’s ongoing operational performance. Semrush believes that the use of this non-GAAP financial measure provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing its financial results with other companies in Semrush’s industry, many of which present similar non-GAAP financial measures to investors.
Non-GAAP financial measures have limitations as an analytical tool and should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of non-GAAP measures to their most directly comparable GAAP financial measures. A reconciliation of our non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the financial statement tables included below in this press release.
ARR is defined as of a given date as the monthly recurring revenue that we expect to contractually receive from all paid subscription agreements that are actively generating revenue as of that date multiplied by 12. We include both monthly recurring paid subscriptions, which renew automatically unless canceled, as well as the annual recurring paid subscriptions so long as we do not have any indication that a customer has canceled or intends to cancel its subscription and we continue to generate revenue from them.
We updated our definition of ARR as of September 30, 2022. Prior to September 30, 2022, we defined ARR as the daily revenue of all paid subscription agreements that were actively generating revenue as of the last day of the reporting period multiplied by 365, except that we calculated the ARR from Prowly's customers as the monthly recurring revenue as of the last month of the reporting period multiplied by 12. We made this change because it simplifies the calculation and internal reporting of ARR, eliminates the impact of the number of days in a given month on ARR, and we believe the updated definition is a more widely used methodology in our industry.
Dollar-Based Net Revenue Retention is defined as (a) the revenue from our customers during the twelve-month period ending one year prior to such period as the denominator and (b) the revenue from those same customers during the twelve months ending as of the end of such period as the numerator. This calculation excludes revenue from new customers and any non-recurring revenue.
Non-GAAP net income (loss). We define non-GAAP net income (loss) as GAAP net income (loss), excluding stock-based compensation expense. We believe non-GAAP net income (loss) provides our management and investors consistency and comparability with our past financial performance and facilitates period-to-period comparisons of operations, as it eliminates the effect of stock-based compensation, which is often unrelated to overall operating performance.
Semrush Holdings, Inc.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
| | | | | | | | | | | | | | | | | | | | | | | |
| Three months ended June 30, | | Six months ended June 30, |
| 2023 | | 2022 | | 2023 | | 2022 |
Revenue | $ | 74,693 | | | $ | 62,610 | | | $ | 145,563 | | | $ | 119,738 | |
Cost of revenue ¹ | 12,972 | | | 12,598 | | | 25,611 | | | 24,185 | |
Gross profit | 61,721 | | | 50,012 | | | 119,952 | | | 95,553 | |
| | | | | | | |
Operating expenses | | | | | | | |
Sales and marketing ¹ | 30,237 | | | 30,894 | | | 65,733 | | | 56,724 | |
Research and development ¹ | 14,116 | | | 9,671 | | | 27,996 | | | 17,809 | |
General and administrative ¹ | 19,388 | | | 14,218 | | | 38,028 | | | 28,381 | |
Exit costs | 309 | | | 3,485 | | | 1,292 | | | 3,485 | |
Total operating expenses | 64,050 | | | 58,268 | | | 133,049 | | | 106,399 | |
Loss from operations | (2,329) | | | (8,256) | | | (13,097) | | | (10,846) | |
Other income, net | 2,919 | | | 711 | | | 4,624 | | | 870 | |
Income (loss) before income taxes | 590 | | | (7,545) | | | (8,473) | | | (9,976) | |
Provision for income taxes | 869 | | | 739 | | | 1,666 | | | 879 | |
Net loss | $ | (279) | | | $ | (8,284) | | | $ | (10,139) | | | $ | (10,855) | |
| | | | | | | |
Net loss per share attributable to common stockholders: | | | | | | | |
Basic and diluted | $ | 0.00 | | | $ | (0.06) | | | $ | (0.07) | | | $ | (0.08) | |
| | | | | | | |
Weighted-average number of shares of common stock used in computing net loss per share attributable to common stockholders: | | | | | | | |
Basic and diluted | 142,239 | | | 141,042 | | | 141,946 | | | 140,921 | |
¹ includes stock-based compensation expense as follows: | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | |
| Three months ended June 30, | | Six months ended June 30, |
| 2023 | | 2022 | | 2023 | | 2022 |
Cost of revenue | $ | 32 | | | $ | 21 | | | $ | 49 | | | $ | 32 | |
Sales and marketing | 840 | | | 277 | | | 1,368 | | | 410 | |
Research and development | 542 | | | 358 | | | 885 | | | 507 | |
General and administrative | 2,351 | | | 1,548 | | | 4,259 | | | 2,187 | |
Total stock-based compensation | $ | 3,765 | | | $ | 2,204 | | | $ | 6,561 | | | $ | 3,136 | |
| | | | | | | |
| Three months ended June 30, | | Six months ended June 30, |
| 2023 | | 2022 | | 2023 | | 2022 |
Reconciliation of Non-GAAP net income (loss) | | | | | | | |
Net loss | $ | (279) | | | $ | (8,284) | | | $ | (10,139) | | | $ | (10,855) | |
Stock-based compensation expense | 3,765 | | | 2,204 | | | 6,561 | | | 3,136 | |
Non-GAAP net income (loss) | $ | 3,486 | | | $ | (6,080) | | | $ | (3,578) | | | $ | (7,719) | |
Semrush Holdings, Inc.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
| | | | | | | | | | | |
| As of |
| June 30, 2023 | | December 31, 2022 |
Assets | | | |
Current assets | | | |
Cash and cash equivalents | $ | 24,072 | | | $ | 79,765 | |
Short-term investments | 199,678 | | | 157,774 | |
Accounts receivable | 4,286 | | | 3,559 | |
Deferred contract costs, current portion | 7,404 | | | 6,974 | |
Prepaid expenses and other current assets | 16,898 | | | 9,307 | |
Total current assets | 252,338 | | | 257,379 | |
Property and equipment, net | 6,534 | | | 8,076 | |
Operating lease right-of-use assets | 11,188 | | | 12,009 | |
Intangible assets, net | 12,209 | | | 10,286 | |
Goodwill | 7,853 | | | 6,529 | |
Deferred contract costs, net of current portion | 2,565 | | | 2,082 | |
Other long-term assets | 1,202 | | | 2,329 | |
Total assets | $ | 293,889 | | | $ | 298,690 | |
Liabilities and stockholders' equity | | | |
Current liabilities | | | |
Accounts payable | $ | 10,246 | | | $ | 15,495 | |
Accrued expenses | 16,469 | | | 17,847 | |
Deferred revenue | 55,937 | | | 49,354 | |
Current portion of operating lease liabilities | 3,770 | | | 3,694 | |
Other current liabilities | 2,411 | | | 2,311 | |
Total current liabilities | 88,833 | | | 88,701 | |
Deferred revenue, net of current portion | 263 | | | 122 | |
Deferred tax liability | 100 | | | 11 | |
Operating lease liabilities, net of current portion | 8,125 | | | 8,929 | |
Other long-term liabilities | 674 | | | 1,023 | |
Total liabilities | 97,995 | | | 98,786 | |
Stockholders' equity | | | |
Undesignated preferred stock | — | | | — | |
Class A common stock | 1 | | | — | |
Class B common stock | — | | | 1 | |
Additional paid-in capital | 281,184 | | | 274,057 | |
Accumulated other comprehensive deficit | (2,204) | | | (1,206) | |
Accumulated deficit | (83,087) | | | (72,948) | |
Total stockholders’ equity | 195,894 | | | 199,904 | |
Total liabilities and stockholders' equity | $ | 293,889 | | | $ | 298,690 | |
Semrush Holdings Inc.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
| | | | | | | | | | | |
| Six Months Ended |
| June 30, |
| 2023 | | 2022 |
Operating Activities | | | |
Net loss | $ | (10,139) | | | $ | (10,855) | |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities | | | |
Depreciation and amortization expense | 3,135 | | | 4,221 | |
Amortization of deferred contract costs | 4,855 | | | 4,763 | |
Non-cash income on investments | (3,201) | | | — | |
Non-cash lease expense | 1,886 | | | — | |
Stock-based compensation expense | 6,561 | | | 3,136 | |
Non-cash interest expense | 105 | | | 53 | |
Change in fair value of convertible debt securities | (380) | | | (1,028) | |
Deferred taxes | 81 | | | 202 | |
Other non-cash items | 649 | | | — | |
Changes in operating assets and liabilities | | | |
Accounts receivable | (422) | | | 109 | |
Deferred contract costs | (5,768) | | | (6,033) | |
Prepaid expenses and other current assets | (5,869) | | | (4,874) | |
Accounts payable | (5,184) | | | (2,714) | |
Accrued expenses | (1,390) | | | 4,818 | |
Other current liabilities | — | | | 1,589 | |
Deferred revenue | 6,958 | | | 7,240 | |
Other long-term liabilities | — | | | (38) | |
Change in operating lease liability | (1,800) | | | — | |
Net cash (used in) provided by operating activities | (9,923) | | | 589 | |
Investing Activities | | | |
Purchases of property and equipment | (957) | | | (2,798) | |
Purchases of short-term investments | (172,687) | | | — | |
Proceeds from sales and maturities of short-term investments | 132,741 | | | — | |
Purchases of convertible debt securities | (323) | | | (2,000) | |
Capitalization of internal-use software development costs | (2,630) | | | (782) | |
Cash paid for acquisition of businesses, net of cash acquired | (1,082) | | | (13,993) | |
Purchases of other investments | (150) | | | — | |
Net cash used in investing activities | (45,088) | | | (19,573) | |
Financing Activities | | | |
Proceeds from exercise of stock options | 302 | | | 1,194 | |
Proceeds from issuance of shares in connection with Employee Stock Purchase Plan | 264 | | | — | |
Payment of finance leases | (1,209) | | | (1,445) | |
Net cash used in financing activities | (643) | | | (251) | |
Effect of exchange rate changes on cash and cash equivalents | (39) | | | (1,513) | |
Decrease in cash, cash equivalents and restricted cash | (55,693) | | | (20,748) | |
Cash, cash equivalents and restricted cash, beginning of period | 79,765 | | | 269,841 | |
Cash, cash equivalents and restricted cash, end of period | $ | 24,072 | | | $ | 249,093 | |
INVESTOR
Brinlea C. Johnson
Managing Director
The Blueshirt Group
brinlea@blueshirtgroup.com
MEDIA
Jesse Platz
VP of Analyst and Public Relations
Semrush Holdings, Inc.
jesse.platz@semrush.com
v3.23.2
Cover
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Aug. 03, 2023 |
Cover [Abstract] |
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Aug. 03, 2023
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Semrush Holdings, Inc.
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Boston
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MA
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- DefinitionA unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
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- DefinitionIndicate if registrant meets the emerging growth company criteria.
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- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
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- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
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- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
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- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
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- DefinitionLocal phone number for entity.
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- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
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- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
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- DefinitionTitle of a 12(b) registered security.
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- DefinitionName of the Exchange on which a security is registered.
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- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
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- DefinitionTrading symbol of an instrument as listed on an exchange.
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- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
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