Tax-related sale: Scholar Rock (SRRK) CHRO sells 6,600 shares

Rhea-AI Filing Summary

Scholar Rock Holding Corp’s Chief Human Resources Officer, Caryn Parlavecchio, reported a required tax-related sale of company stock. On January 16, 2026, she sold 6,600 shares of common stock at an average price of $44.4777 per share to cover tax withholding triggered by the vesting of restricted stock units on January 15, 2026. The filing notes this was a mandatory “sell to cover” transaction under the company’s equity incentive plans, not a discretionary trade. After the sale, she beneficially owned 148,864 equity interests, consisting of 78,283 shares of common stock and 70,581 RSUs.

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).

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^*

Parlavecchio Caryn

(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)
	CHRO

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		6,600(1)	D	$44.4777	148,864(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 78,283 shares of common stock and 70,581 RSUs.

	/s/ Junlin Ho, Attorney-in-Fact for Caryn Parlavecchio	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 CHRO Caryn Parlavecchio report?

Caryn Parlavecchio, Chief Human Resources Officer of Scholar Rock Holding Corp (SRRK), reported selling 6,600 shares of common stock on January 16, 2026.

At what price were the SRRK shares sold in this Form 4?

The 6,600 Scholar Rock shares were sold at an average price of $44.4777 per share.

Why did the SRRK CHRO sell 6,600 shares of common stock?

The sale was to cover tax withholding obligations arising from the vesting of restricted stock units on January 15, 2026. It was a mandated “sell to cover” transaction under the company’s equity incentive plans, not a discretionary trade.

How many SRRK shares and RSUs does the CHRO hold after this transaction?

Following the transaction, the CHRO beneficially owned 148,864 equity interests, consisting of 78,283 shares of common stock and 70,581 RSUs.

What is the role of the reporting person in Scholar Rock (SRRK)?

The reporting person, Caryn Parlavecchio, is an officer of Scholar Rock Holding Corp, serving as CHRO (Chief Human Resources Officer).

Was this SRRK insider transaction part of a Rule 10b5-1 trading plan?

The form includes a checkbox for indicating Rule 10b5-1 plan transactions, but the excerpted content does not state that this sale was made under such a plan. It does specify the sale was mandated to cover RSU tax withholding.