Scholar Rock Holding Corporation received an updated Schedule 13G/A from investment manager Redmile Group, LLC, individual filer Jeremy C. Green, and RedCo II Master Fund, L.P.. Redmile and Green report beneficial ownership of 4,311,092 shares of Scholar Rock common stock, representing 3.6% of the class.
All 4,311,092 shares are held by investment vehicles managed by Redmile, and both Redmile and Green report shared voting and dispositive power over these shares, with no sole voting or dispositive power. The ownership percentage is based on 119,828,338 shares outstanding as of May 4, 2026. RedCo II Master Fund, L.P. reports 0 shares and 0.0% ownership. Redmile and Green each disclaim beneficial ownership except to the extent of their pecuniary interest.
Positive
None.
Negative
None.
Key Figures
Shares beneficially owned:4,311,092 sharesOwnership percentage:3.6%Shares outstanding:119,828,338 shares+1 more
4 metrics
Shares beneficially owned4,311,092 sharesBeneficially owned by Redmile Group, LLC and Jeremy C. Green
Ownership percentage3.6%Percentage of Scholar Rock common stock held by Redmile and Green
Shares outstanding119,828,338 sharesScholar Rock common stock outstanding as of May 4, 2026
RedCo II holdings0 sharesRedCo II Master Fund, L.P. reported ownership and voting power
"beneficial ownership of the Issuer's Common Stock is comprised of 4,311,092 shares"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
shared voting powerfinancial
"Shared Voting Power 4,311,092.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
shared dispositive powerfinancial
"Shared Dispositive Power 4,311,092.00"
pecuniary interestfinancial
"disclaim beneficial ownership of these securities, except to the extent of its or his pecuniary interest"
Schedule 13Gregulatory
"If a parent holding company has filed this schedule, pursuant to (ii)(G)"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
FAQ
What percentage of Scholar Rock (SRRK) does Redmile Group currently report owning?
Redmile Group, LLC and Jeremy C. Green report beneficial ownership of 3.6% of Scholar Rock’s common stock, based on 4,311,092 shares out of 119,828,338 shares outstanding as of May 4, 2026.
How many Scholar Rock (SRRK) shares are beneficially owned by Redmile and Jeremy C. Green?
Redmile Group, LLC and Jeremy C. Green each report beneficial ownership of 4,311,092 shares of Scholar Rock common stock, all held through investment vehicles for which Redmile acts as investment manager.
Does RedCo II Master Fund, L.P. still hold any Scholar Rock (SRRK) shares?
RedCo II Master Fund, L.P. reports beneficial ownership of 0 Scholar Rock shares and therefore 0.0% of the common stock class, with no sole or shared voting or dispositive power over any SRRK shares.
What voting power does Redmile report over its Scholar Rock (SRRK) position?
Redmile Group, LLC and Jeremy C. Green each report 4,311,092 shares with shared voting and shared dispositive power, and 0 shares with sole voting or sole dispositive power over Scholar Rock common stock.
On what share count is Redmile’s 3.6% Scholar Rock (SRRK) ownership based?
The reported 3.6% ownership for Redmile Group, LLC and Jeremy C. Green is calculated using 119,828,338 Scholar Rock common shares outstanding as of May 4, 2026, as disclosed in Scholar Rock’s Form 10-Q.
Do Redmile and Jeremy C. Green fully acknowledge beneficial ownership of all their Scholar Rock (SRRK) shares?
Redmile Group, LLC and Jeremy C. Green state that they may be deemed to beneficially own 4,311,092 shares but each disclaims beneficial ownership, except to the extent of its or his pecuniary interest in those securities.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 11)
Scholar Rock Holding Corporation
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
80706P103
(CUSIP Number)
06/30/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
80706P103
1
Names of Reporting Persons
Redmile Group, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
4,311,092.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,311,092.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,311,092.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
3.6 %
12
Type of Reporting Person (See Instructions)
IA, OO
Comment for Type of Reporting Person: The information in Item 4 relating to the shares of the Issuer's common stock, par value $0.001 per share ("Common Stock"), that are or may be deemed beneficially owned by Redmile Group, LLC and the calculation of the percent of such class of securities is incorporated herein by reference.
SCHEDULE 13G
CUSIP Number(s):
80706P103
1
Names of Reporting Persons
Jeremy C. Green
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED KINGDOM
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
4,311,092.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,311,092.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,311,092.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
3.6 %
12
Type of Reporting Person (See Instructions)
HC, IN
Comment for Type of Reporting Person: The information in Item 4 relating to the shares of Common Stock that are or may be deemed beneficially owned by Jeremy C. Green and the calculation of the percent of such class of securities is incorporated herein by reference.
SCHEDULE 13G
CUSIP Number(s):
80706P103
1
Names of Reporting Persons
RedCo II Master Fund, L.P.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.0 %
12
Type of Reporting Person (See Instructions)
PN, FI
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Scholar Rock Holding Corporation
(b)
Address of issuer's principal executive offices:
301 Binney Street, 3rd Floor, Cambridge, MA 02142
Item 2.
(a)
Name of person filing:
Redmile Group, LLC
Jeremy C. Green
RedCo II Master Fund, L.P.
(b)
Address or principal business office or, if none, residence:
Redmile Group, LLC
900 Larkspur Landing Circle, Suite 270
Larkspur, California 94939
Jeremy C. Green
c/o Redmile Group, LLC (NY Office)
45 W. 27th Street, Floor 11
New York, NY 10001
RedCo II Master Fund, L.P.
c/o Redmile Group, LLC
900 Larkspur Landing Circle, Suite 270
Larkspur, California 94939
(c)
Citizenship:
Redmile Group, LLC: Delaware
Jeremy C. Green: United Kingdom
RedCo II Master Fund, L.P.: Cayman Islands
(d)
Title of class of securities:
Common Stock, par value $0.001 per share
(e)
CUSIP No.:
80706P103
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
Redmile Group, LLC - 4,311,092 (1)
Jeremy C. Green - 4,311,092 (1)
RedCo II Master Fund, L.P. - 0
(b)
Percent of class:
Redmile Group, LLC - 3.6% (2)
Jeremy C. Green - 3.6% (2)
RedCo II Master Fund, L.P. - 0.0%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Redmile Group, LLC - 0
Jeremy C. Green - 0
RedCo II Master Fund, L.P. - 0
(ii) Shared power to vote or to direct the vote:
Redmile Group, LLC - 4,311,092 (1)
Jeremy C. Green - 4,311,092 (1)
RedCo II Master Fund, L.P. - 0
(iii) Sole power to dispose or to direct the disposition of:
Redmile Group, LLC - 0
Jeremy C. Green - 0
RedCo II Master Fund, L.P. - 0
(iv) Shared power to dispose or to direct the disposition of:
Redmile Group, LLC - 4,311,092 (1)
Jeremy C. Green - 4,311,092 (1)
RedCo II Master Fund, L.P. - 0
(1) Redmile Group, LLC's ("Redmile") and Jeremy C. Green's beneficial ownership of the Issuer's Common Stock is comprised of 4,311,092 shares of Common Stock. All of such shares of Common Stock are directly owned by certain investment vehicles for which Redmile is the investment manager (the "Redmile Funds"). Redmile may be deemed to beneficially own these securities in its capacity as their investment manager with discretion to vote and dispose of all shares of Common Stock held by the Redmile Funds. Mr. Green also may be deemed to beneficially own these securities as the principal of Redmile. Redmile and Mr. Green each disclaim beneficial ownership of these securities, except to the extent of its or his pecuniary interest in such securities, if any.
(2) Percentage for Redmile and Jeremy Green based on 119,828,338 shares of Common Stock outstanding as of May 4, 2026, as reported by the Issuer in its Form 10-Q for the quarterly period ended March 31, 2026 filed with the SEC on May 7, 2026.
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See the response to Item 4.
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Redmile Group, LLC
Signature:
/s/ Jeremy C. Green
Name/Title:
Managing Member
Date:
08/14/2026
Jeremy C. Green
Signature:
/s/ Jeremy C. Green
Name/Title:
Jeremy C. Green
Date:
08/14/2026
RedCo II Master Fund, L.P.
Signature:
/s/ Jeremy C. Green
Name/Title:
Managing Member of RedCo II (GP), LLC, general partner of RedCo II Master Fund, L.P.
