Scholar Rock (SRRK) R&D president awarded 47,021 RSUs in grant

Rhea-AI Filing Summary

Vaishnaw Akshay reported acquisition or exercise transactions in this Form 4 filing.

Scholar Rock Holding Corp reported that President of R&D and director Akshay Vaishnaw received a grant of 47,021 restricted stock units (RSUs) of common stock on February 9, 2026, at a stated price of $0.00 per share as a compensatory award.

Each RSU represents one share of common stock upon vesting and vests in four equal annual installments over four years, starting on January 15, 2027, contingent on continued service. After this grant, Vaishnaw directly holds 642,788 equity interests, consisting of 45,767 shares of common stock, 147,021 time-based RSUs, and 450,000 performance- and time-based 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

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^*

Vaishnaw Akshay

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President of R&D

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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	02/09/2026		A		47,021(1)	A	$0.00	642,788(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 restricted stock units ("RSUs") subject to time-based vesting conditions. 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 this RSU vest in four annual installments over four years, with the first annual installment to vest on January 15, 2027 and each additional installment to vest annually thereafter; provided the reporting person continues to have a service relationship with the Issuer on each such vesting date.

2. Consists of 45,767 shares of common stock, 147,021 RSUs subject to time-based vesting conditions and 450,000 RSUs subject to performance- and time-based vesting conditions.

	/s/ Junlin Ho, Attorney-in-Fact for Akshay Vaishnaw	02/11/2026
	** 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 report for Akshay Vaishnaw?

Scholar Rock reported that President of R&D Akshay Vaishnaw received a grant of 47,021 RSUs on February 9, 2026. These restricted stock units are a stock-based compensation award that convert into common shares as they vest over time, subject to continued service.

How do the 47,021 RSUs granted to SRRK’s Akshay Vaishnaw vest?

The 47,021 RSUs vest in four equal annual installments over four years, starting January 15, 2027. Each installment vests on the annual anniversary date, provided Vaishnaw maintains a service relationship with Scholar Rock on each vesting date, aligning compensation with multi-year retention.

What is Akshay Vaishnaw’s total equity exposure in Scholar Rock (SRRK) after this grant?

After the grant, Akshay Vaishnaw directly holds 642,788 equity interests in Scholar Rock. This includes 45,767 shares of common stock, 147,021 time-based RSUs, and 450,000 RSUs that are subject to both performance and time-based vesting conditions, tying value to long-term outcomes.

Is the February 9, 2026 SRRK Form 4 transaction a purchase or a grant?

The February 9, 2026 transaction is a grant, coded as an "A" transaction for a grant, award, or other acquisition. Vaishnaw did not buy shares in the market; instead, he received 47,021 RSUs at a stated price of $0.00 per share as compensation.

What role does Akshay Vaishnaw hold at Scholar Rock (SRRK)?

Akshay Vaishnaw serves as both a director and an officer at Scholar Rock, holding the title of President of R&D. His combined governance and executive responsibilities mean the reported RSU grant aligns his compensation with the company’s research and development and overall performance.

What are performance- and time-based RSUs held by SRRK’s Akshay Vaishnaw?

Vaishnaw holds 450,000 RSUs subject to both performance- and time-based vesting conditions. These units generally require meeting specified performance criteria in addition to continued service over time before converting into common shares, more closely linking realized value to company and role outcomes.