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 |
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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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Scholar Rock Holding Corp [ SRRK ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/29/2023 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | 12/29/2023 | M(1) | 12,459 | A | $4.86 | 181,243(2) | D | |||
Common Stock | 12/29/2023 | S(1) | 12,159 | D | $18.8157(3) | 169,084(5) | D | |||
Common Stock | 12/29/2023 | S(1) | 300 | D | $19.51(4) | 168,784(6) | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Stock Option (Right to Buy) | $4.86 | 12/29/2023 | M(1) | 24,914 | (7) | 06/16/2032 | Common Stock | 24,914 | $0 | 49,836 | D |
Explanation of Responses: |
1. These transactions were effected by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted on March 31, 2023. |
2. Consists of 12,459 shares of common stock and 168,784 restricted stock units ("RSU"). |
3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $18.24 to $19.17, inclusive. Full information regarding the number of shares sold at each separate price can be furnished to the SEC staff upon request. |
4. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $19.25 to $19.64, inclusive. Full information regarding the number of shares sold at each separate price can be furnished to the SEC staff upon request. |
5. Consists of 168,784 RSUs and 300 shares of common stock. |
6. Consists solely of RSUs. |
7. Options shall vest and become exercisable in twelve quarterly installments over three years, with the first quarterly installment to vest on September 16, 2022 and each additional installment to vest quarterly thereafter, provided the individual continues to have a service relationship with the Company on such vesting date. |
/s/ Junlin Ho, Attorney-in-Fact for Edward H. Myles | 12/29/2023 | |
** 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. |