Scholar Rock (SRRK) CSO sell-to-cover 8,406 shares at $44.48

Rhea-AI Filing Summary

Scholar Rock Holding Corp's chief scientific officer, Mo Qatanani, reported an automatic sale of company stock related to equity compensation. On January 16, 2026, Qatanani sold 8,406 shares of common stock at an average price of $44.4777 per share. According to the footnotes, this was a mandatory "sell to cover" transaction to satisfy tax withholding obligations arising from the vesting of restricted stock units on January 15, 2026, rather than a discretionary trade.

After this transaction, Qatanani beneficially owned a total of 100,558 equity-based units, consisting of 14,898 shares of common stock and 85,660 restricted stock units that are fully vested.

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
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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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Qatanani Mo

(Last) (First) (Middle)

301 BINNEY STREET

(Street)

CAMBRIDGE MA 02142

(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		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF SCIENTIFIC OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
01/16/2026

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

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

X	Form filed by One Reporting Person
	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	01/16/2026		S		8,406(1)	D	$44.4777	100,558(2)	D

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

Explanation of Responses:

1. Represents the number of shares required to be sold by the Reporting Person to cover the tax withholding obligation in connection with the vesting of restricted stock units ("RSU") on January 15, 2026. This sale is mandated by the Issuer's election under its equity incentive plans to require the reporting person to fund this tax withholding obligation by completing a "sell to cover" transaction with a brokerage firm designated by the Issuer. This sale does not represent a discretionary trade by the Reporting Person. The shares vested pursuant to awards that were granted on February 14, 2022 and February 12, 2024. Each RSU represents the contingent right to receive upon vesting of the RSU, one share of the Issuer's common stock. The shares subject to these RSU awards are fully vested.

2. Consists of 14,898 shares of common stock and 85,660 RSUs.

	/s/ Junlin Ho, Attorney-in-Fact for Mo Qatanani	01/21/2026
	** 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.

FAQ

What insider transaction did SRRK's chief scientific officer report?

Mo Qatanani, the chief scientific officer of Scholar Rock Holding Corp (SRRK), reported selling 8,406 shares of common stock on January 16, 2026 at an average price of $44.4777 per share.

Was the SRRK insider stock sale a discretionary trade?

No. The filing states the sale was a mandatory "sell to cover" transaction required to cover tax withholding obligations from the vesting of restricted stock units, and does not represent a discretionary trade by the reporting person.

Why did the Scholar Rock (SRRK) officer sell 8,406 shares?

The 8,406 shares were sold to fund the tax withholding obligation triggered by the vesting of restricted stock units on January 15, 2026, under the issuer’s equity incentive plan rules.

How many Scholar Rock shares and RSUs does the insider hold after the sale?

After the reported transaction, the insider beneficially owned 100,558 equity-based units, consisting of 14,898 shares of common stock and 85,660 fully vested RSUs.

What role does the reporting person hold at Scholar Rock (SRRK)?

The reporting person, Mo Qatanani, serves as the company’s chief scientific officer, as indicated in the filing.

What equity awards were involved in the SRRK tax-withholding sale?

The mandated sale related to RSU awards granted on February 14, 2022 and February 12, 2024. Each RSU represents the right to receive one share of common stock upon vesting, and the shares subject to these RSU awards are described as fully vested.