Invus Public Equities Advisors Form 4 Scholar Rock Holding / RAYMOND DEBBANE ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Invus Public Equities, L.P.

(Last) (First) (Middle)

750 LEXINGTON AVENUE 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Scholar Rock Holding Corp [ SRRK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/25/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/25/2024		S		208,272	D	$37.6311(3)	11,051,166	D(1)(2)
Common Stock	11/25/2024		S		43,887	D	$38.4321(4)	11,007,279	D(1)(2)
Common Stock	11/25/2024		S		126,442	D	$39.5104(5)	10,880,837	D(1)(2)
Common Stock	11/25/2024		S		30,683	D	$40.139(6)	10,850,154	D(1)(2)
Common Stock	11/25/2024		S		149	D	$40.98	10,850,005	D(1)(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Invus Public Equities, L.P.

(Last) (First) (Middle)

750 LEXINGTON AVENUE 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Invus Public Equities Advisors, LLC

(Last) (First) (Middle)

750 LEXINGTON AVENUE 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Siren, L.L.C.

(Last) (First) (Middle)

C/O THE INVUS GROUP, LLC

750 LEXINGTON AVENUE 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Invus Global Management, LLC

(Last) (First) (Middle)

750 LEXINGTON AVENUE 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

DEBBANE RAYMOND

(Last) (First) (Middle)

750 LEXINGTON AVENUE 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Explanation of Responses:

1. The Common Stock is held directly by Invus Public Equities, L.P. The general partner of Invus Public Equities, L.P. is Invus Public Equities Advisors, LLC. Invus Global Management, LLC is the managing member of Invus Public Equities Advisors, LLC. Siren, L.L.C. is the managing member of Invus Global Management, LLC. Mr. Raymond Debbane is the managing member of Siren, L.L.C.

2. Each of the reporting persons (other than to the extent it directly holds securities reported herein), disclaims beneficial ownership of the securities held by the other reporting persons, except to the extent of such reporting person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Exchange Act, each of the reporting persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 of the Exchange Act or for any other purpose.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.960 to $37.955 per share, inclusive. The Reporting Persons undertake to provide to Scholar Rock Holding Corp, any security holder of Scholar Rock Holding Corp, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.960 to $38.955 per share, inclusive. The Reporting Persons undertake to provide to Scholar Rock Holding Corp, any security holder of Scholar Rock Holding Corp, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $38.960 to $39.955 per share, inclusive. The Reporting Persons undertake to provide to Scholar Rock Holding Corp, any security holder of Scholar Rock Holding Corp, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.960 to $40.940 per share, inclusive. The Reporting Persons undertake to provide to Scholar Rock Holding Corp, any security holder of Scholar Rock Holding Corp, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	Invus Public Equities, L.P., By: Invus Public Equities Advisors, LLC, its General Partner, By: /s/ Raymond Debbane, President	11/27/2024
	Invus Public Equities Advisors, LLC, By: /s/ Raymond Debbane, President	11/27/2024
	Siren, L.L.C., By: /s/ Raymond Debbane, President	11/27/2024
	Invus Global Management, LLC, By: /s/ Raymond Debbane, President	11/27/2024
	/s/ Raymond Debbane	11/27/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.