SRRK / Scholar Rock Holding Corporation - Документы SEC, Годовой отчет, Доверенное заявление

Transitional Services Agreement, dated May 27, 2025 by and between Scholar Rock, Inc. and Jay T. Backstrom.

Exhibit 10.6 TRANSITIONAL SERVICES AGREEMENT This Transitional Services Agreement (“Agreement”) is made between Scholar Rock, Inc., a Delaware corporation (the “Company”), and Jay Backstrom (the “Employee”). The Company together with the Employee shall be referred to as the “Parties”. Terms with initial capitalization not otherwise defined shall have the meanings ascribed to such terms in the Empl

Scholar Rock Holding Corporation Amended and Restated Non-employee Director Compensation Policy

Exhibit 10.9 SCHOLAR ROCK HOLDING CORPORATION AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The purpose of this Amended and Restated Non-Employee Director Compensation Policy of Scholar Rock Holding Corporation (the “Company”), is to provide a total compensation package that enables the Company to attract and retain, on a long- term basis, high-caliber directors who are not employ

Form of Performance Based Restricted Stock Unit Agreement under the Scholar Rock Holding Corporation 2022 Inducement Equity Plan, as amended.

Exhibit 10.8 PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT FOR COMPANY EMPLOYEES UNDER THE SCHOLAR ROCK HOLDING CORPORATION 2022 inducement equity PLAN Name of Grantee: Target No. of Performance-Based Restricted Stock Units: Grant Date: Pursuant to the Scholar Rock Holding Corporation 2022 Inducement Equity Plan as amended through the date hereof (the “Plan”), Scholar Rock Holding Corpor

Employment Agreement, dated April 27, 2025 by and between Scholar Rock, Inc. and Akshay Vaishnaw.

Exhibit 10.3 SCHOLAR ROCK, INC. EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made between Scholar Rock, Inc., a Delaware corporation (the “Company”), and Akshay Vaishnaw (the “Employee”) and is effective commencing on the Employee’s first day of employment at the Company (the “Effective Date”), which is expected to be April 27, 2025. WHEREAS, the Company desires to employ the Em

Q2 EARNINGS CALL © 2025 Scholar Rock, Inc. All rights reserved. 2 TOPIC SPEAKER SCHOLAR ROCK NEXT PHASE OF GROWTH David L. Hallal Chairman and Chief Executive Officer R&D PROGRESS Akshay Vaishnaw, M.D., Ph.D President of R&D COMMERCIAL READINESS Keit

Exhibit 99.2 Dedicated to Dramatically Improving the Lives of Children and Adults with SMA Q2 2025 BUSINESS UPDATE August 6, 2025 © 2025 Scholar Rock, Inc. All rights reserved. Exhibit 99.2 Q2 EARNINGS CALL © 2025 Scholar Rock, Inc. All rights reserved. 2 TOPIC SPEAKER SCHOLAR ROCK NEXT PHASE OF GROWTH David L. Hallal Chairman and Chief Executive Officer R&D PROGRESS Akshay Vaishnaw, M.D., Ph.D Pr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-38501 SCHO

Employment Agreement, dated April 27, 2025 by and between Scholar Rock, Inc. and Vikas Sinha.

Exhibit 10.5 SCHOLAR ROCK, INC. EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made between Scholar Rock, Inc., a Delaware corporation (the “Company”), and Vikas Sinha (the “Employee”) and is effective commencing on the Employee’s first day of employment at the Company (the “Effective Date”), which is expected to be April 27, 2025. WHEREAS, the Company desires to employ the Employ

Form of Performance Based Restricted Stock Unit Agreement under the 2018 Stock Option and Incentive Plan.

Exhibit 10.7 PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT FOR COMPANY EMPLOYEES UNDER THE SCHOLAR ROCK HOLDING CORPORATION 2018 STOCK OPTION AND INCENTIVE PLAN Name of Grantee: Target No. of Performance-Based Restricted Stock Units: Grant Date: Pursuant to the Scholar Rock Holding Corporation 2018 Stock Option and Incentive Plan as amended through the date hereof (the “Plan”), Scholar R

Employment Agreement, dated April 27, 2025 by and between Scholar Rock, Inc. and R. Keith Woods.

Exhibit 10.4 SCHOLAR ROCK, INC. EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made between Scholar Rock, Inc., a Delaware corporation (the “Company”), and R. Keith Woods (the “Employee”) and is effective commencing on the Employee’s first day of employment at the Company (the “Effective Date”), which is expected to be April 27, 2025. WHEREAS, the Company desires to employ the Emp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): August 6, 2025 Scholar Rock Holdi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): August 6, 2025 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commis

Employment Agreement, dated April 27, 2025 by and between Scholar Rock, Inc. and David Hallal.

Exhibit 10.2 SCHOLAR ROCK, INC. EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made between Scholar Rock, Inc., a Delaware corporation (the “Company”), and David Hallal (the “Employee”) and is effective commencing on the Employee’s first day of employment at the Company (the “Effective Date”), which is expected to be April 27, 2025. WHEREAS, the Company desires to employ the Emplo

Exhibit 99.1 Exhibit 99.1 Scholar Rock Reports Second Quarter 2025 Financial Results and Highlights Business Progress • FDA accepted the apitegromab BLA under priority review with a PDUFA target action of September 22, 2025; finalizing U.S. commercia

Exhibit 99.1 Exhibit 99.1 Scholar Rock Reports Second Quarter 2025 Financial Results and Highlights Business Progress • FDA accepted the apitegromab BLA under priority review with a PDUFA target action of September 22, 2025; finalizing U.S. commercial launch preparations • European Medicines Agency validated Marketing Authorisation Application (MAA), and regulatory process continues to progress; E

Today’s Speakers © 2025 Scholar Rock, Inc. All rights reserved. 2 David L. Hallal Chief Executive Officer Akshay Vaishnaw, M.D., Ph.D. President, Research & Development Agenda © 2025 Scholar Rock, Inc. All rights reserved. 3 TO P I C S P E A K E R Sc

Positive Ph2 EMBRAZE Trial © 2025 Scholar Rock, Inc. All rights reserved. June 18, 2025 Demonstrating Preservation of Lean Mass with Highly Selective Anti-Myostatin Inhibitor During Tirzepatide-Induced Weight Loss Exhibit 99.2 Today’s Speakers © 2025 Scholar Rock, Inc. All rights reserved. 2 David L. Hallal Chief Executive Officer Akshay Vaishnaw, M.D., Ph.D. President, Research & Development Agen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): June 18, 2025 Scholar Rock Holdin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): June 18, 2025 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commiss

SMA, we look forward to studying it in a range of neuromuscular diseases with high unmet need. Further, there is great potential with SRK-439 to be a subcutaneous, anti-myostatin antibody and we look forward to also exploring its potential in various

Exhibit 99.1 Scholar Rock Reports Positive Phase 2 EMBRAZE Trial Results Demonstrating Statistically Significant Preservation of Lean Mass with Apitegromab During Tirzepatide-Induced Weight Loss • Patients receiving apitegromab with tirzepatide over 24 weeks showed a 54.9% preservation of lean mass (+4.2 lbs of lean mass) versus tirzepatide alone (p=0.001) • Patients receiving apitegromab with tir

Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): June 3, 2025 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commissi

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): May 22, 2025 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commissi

• Received validation for the Marketing Authorisation Application (MAA) from the European Medicines Agency (EMA). European launch of apitegromab is anticipated in 2026 upon approval. • Advancing U.S. commercial launch readiness, including hiring of c

Exhibit 99.1 Scholar Rock Reports First Quarter 2025 Financial Results and Highlights Business Progress • Apitegromab BLA accepted under priority review for patients with Spinal Muscular Atrophy (SMA) and FDA’s PDUFA date set for September 22, 2025; commercial readiness progresses • European Medicines Agency validated Marketing Authorisation Application (MAA) for apitegromab for patients with SMA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-38501 SCH

Amended and Restated Employment Agreement, dated October 2, 2024 by and between Scholar Rock, Inc. and Erin Moore.

Exhibit 10.4 SCHOLAR ROCK, INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (“Agreement”) is made between Scholar Rock, Inc., a Delaware corporation (the “Company”), and Erin Moore (the “Employee”) and is effective as of October 2, 2024 (the “Effective Date”). Except with respect to the Equity Documents and the Restrictive Covenant Agreement (each as de

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): May 14, 2025 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commissi

Q1 Earnings Call © 2025 Scholar Rock, Inc. All rights reserved. 2 TO P I C S P E A K E R Scholar Rock Next Phase of Growth David L. Hallal Chief Executive Officer R&D Progress Akshay Vaishnaw, M.D., Ph.D President of R&D Commercial Readiness Keith Wo

Dedicated to Dramatically Improving the Lives of Patients with SMA Q1 2025 Business Update May 14, 2025 © 2025 Scholar Rock, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the SEC Only (As Permitted by Rule 14a-6(e)(2)) ¨

Letter from Ernst & Young LLP to the U.S. Securities and Exchange Commission, dated May 12, 2025

Exhibit 16.1 May 12, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read Item 4.01 of Form 8-K dated May 12, 2025, of Scholar Rock Holding Corporation and are in agreement with the statements contained in the first, second and third paragraphs on page 1 therein. We have no basis to agree or disagree with other statements of the registrant con

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): May 6, 2025 Scholar Rock Holding

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): May 6, 2025 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the SEC Only (As Permitted by Rule 14a-6(e)(2)) ¨

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): April 28, 2025 (April 26, 2025) Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incor

Scholar Rock Appoints David L. Hallal as Chief Executive Officer; Also Announces Addition of Three Key Leaders to Scale for Next Phase of Growth

Exhibit 99.1 Scholar Rock Appoints David L. Hallal as Chief Executive Officer; Also Announces Addition of Three Key Leaders to Scale for Next Phase of Growth · David Hallal has served as Chairman of the Board of Directors since 2017; ensures seamless transition ahead of global launch of apitegromab for Spinal Muscular Atrophy · Jay Backstrom, M.D., to serve as strategic advisor as part of planned

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): March 21, 2025 Scholar Rock Holdi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): March 21, 2025 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commis

Amended and Restated Loan and Security Agreement, dated February 10, 2025, by and among the Registrant, Scholar Rock, Inc., Oxford Finance LLC.

Exhibit 10.25 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. INFORMATION THAT WAS OMITTED HAS BEEN NOTED IN THIS DOCUMENT WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[***]”. AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (

• Submitted a biologics license application (BLA) to the U.S. Food and Drug Administration (FDA); on track to submit a marketing authorisation application (MAA) to the European Medicines Agency (EMA) in 1Q 2025. BLA submission is based on the positiv

Exhibit 99.1 Scholar Rock Reports Full Year 2024 Financial Results and Highlights Business Progress - Submitted apitegromab U.S. Biologics License Application (BLA) for patients with spinal muscular atrophy in January 2025; U.S. launch anticipated in 4Q 2025 - Remain on track to submit European Union marketing authorisation application (MAA) in 1Q 2025 - Topline data from Phase 2 EMBRAZE trial eva

As filed with the Securities and Exchange Commission on February 27, 2025

As filed with the Securities and Exchange Commission on February 27, 2025 Registration No.

Description of Capital Stock

Exhibit 4.4 DESCRIPTION OF CAPITAL STOCK The following description of the capital stock of Scholar Rock Holding Corporation (“us,” “our,” “we” or the “Company”) is a summary of the rights of our common stock, par value $0.001 per share (the “common stock”), and certain provisions of our amended and restated certificate of incorporation, as amended (the “charter”), and our amended and restated byla

Amendment No. 5 to Scholar Rock Holding Corporation 2022 Inducement Equity Plan, dated February 6, 2025

Exhibit 99.8 FIFTH AMENDMENT TO SCHOLAR ROCK HOLDING CORPORATION 2022 INDUCEMENT EQUITY PLAN A.The Scholar Rock Holding Corporation 2022 Inducement Equity Plan (the “Plan”) is hereby amended by deleting the first sentence of Section 3(a) and substituting therefore the following: “The maximum number of shares of Stock reserved and available for issuance under the Plan shall be 7,000,000 shares, sub

Statement of Company Policy on Insider Trading and Disclosure

Exhibit 19 SCHOLAR ROCK HOLDING CORPORATION STATEMENT OF COMPANY POLICY ON INSIDER TRADING AND DISCLOSURE This Insider Trading Policy (the “Insider Trading Policy”) is designed to prevent insider trading or the appearance of impropriety, to satisfy Scholar Rock Holding Corporation and its subsidiaries (collectively, the “Company”) obligation to reasonably supervise the activities of Company personnel, and to help Company personnel avoid the severe consequences associated with violations of insider trading laws.

Amended and Restated Employment Agreement, by and between Scholar Rock, Inc. and Edward H. Myles dated December 8, 2024

ExhibiT 10.23 Scholar Rock, INC. Amended and Restated EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (“Agreement”) is made between Scholar Rock, Inc., a Delaware corporation (the “Company”), and Edward H. Myles (the “Employee”) and is effective as of December 8, 2024 (the “Effective Date”). Except with respect to the Equity Documents and the Restrictive Covenant Agreement (eac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-38

Agenda © 2025 Scholar Rock, Inc. All rights reserved. 3 TO P I C S P E A K E R Apitegromab in SMA SAPPHIRE Phase 3 Pivotal Trial Results and Regulatory Milestones Jay Backstrom, President & Chief Executive Officer Apitegromab in SMA Planning for a 20

Exhibit 99.2 Fourth Quarter 2024 Business Update February 27, 2025 © 2025 Scholar Rock, Inc. All rights reserved. Forward-Looking Statements © 2025 Scholar Rock, Inc. All rights reserved. Various statements in this presentation concerning the future expectations, plans and prospects of Scholar Rock Holding Corporation and Scholar Rock, Inc. (collectively, “Scholar Rock”), including without limitat

Subsidiaries of the Registrant

Exhibit 21.1 SUBSIDIARIES OF SCHOLAR ROCK HOLDING CORPORATION Subsidiary Jurisdiction Scholar Rock, Inc. Delaware Scholar Rock Netherlands B.V. The Netherlands Scholar Rock Securities Corporation Massachusetts

Scholar Rock holding corporation COMPENSATION RECOVERY POLICY Adopted as of November 28, 2023

Exhibit 97 Scholar Rock holding corporation COMPENSATION RECOVERY POLICY Adopted as of November 28, 2023 Scholar Rock Holding Corporation, a Delaware corporation (the “Company”), has adopted a Compensation Recovery Policy (this “Policy”) as described below.

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) SCHOLAR ROCK HOLDING CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity 2018 Stock Option and Incentive Plan Common Stock, $0.

Scholar Rock Holding Corporation Amended and Restated Non-employee Director Compensation Policy

Exhibit 10.27 SCHOLAR ROCK HOLDING CORPORATION AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The purpose of this Amended and Restated Non-Employee Director Compensation Policy of Scholar Rock Holding Corporation (the “Company”), is to provide a total compensation package that enables the Company to attract and retain, on a long- term basis, high-caliber directors who are not emplo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): February 27, 2025 Scholar Rock Ho

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): February 27, 2025 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): January 28, 2025 Scholar Rock Hol

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): January 28, 2025 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Comm

Separation Agreement and Release by and between Scholar Rock, Inc. and Edward H. Myles, dated January 28, 2025.

Exhibit 10.1 SEPARATION AGREEMENT AND RELEASE This Separation Agreement and Release (“Agreement”) is made between Scholar Rock, Inc., a Delaware corporation (the “Company”), and Edward H. Myles (the “Employee”). The Company together with the Employee shall be referred to as the “Parties”. Terms with initial capitalization not otherwise defined shall have the meanings ascribed to such terms in the

Scholar Rock Announces the Appointment of Industry Leader Lisa Wyman as Chief Technical and Quality Officer and Planned Leadership Transition - Lisa Wyman brings more than 20 years of leadership and functional experience to new role of Chief Technica

Exhibit 99.1 Scholar Rock Announces the Appointment of Industry Leader Lisa Wyman as Chief Technical and Quality Officer and Planned Leadership Transition - Lisa Wyman brings more than 20 years of leadership and functional experience to new role of Chief Technical and Quality Officer on the Executive Team at Scholar Rock - Ted Myles, Chief Operating Officer & Chief Financial Officer, will continue

OUR MISSION To discover, develop, and deliver life-changing therapies by harnessing cutting-edge science to create new possibilities for people living with serious diseases Industry-leading technology, life-changing potential 3 © 2025 Scholar Rock, I

EX-99.1 2 srrk-20250114xex99d1.htm EX-99.1 © 2025 Scholar Rock, Inc. All rights reserved. 43rd Annual J.P. Morgan Healthcare Conference Jay Backstrom, M.D., MPH President and Chief Executive Officer January 14, 2025 1 Exhibit 99.1 © 2025 Scholar Rock, Inc. All rights reserved. Forward-Looking Statements Various statements in this presentation concerning the future expectations, plans and prospects

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): January 14, 2025 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Comm

© 2024 Scholar Rock, Inc. All rights reserved. 3 OUR MISSION To discover, develop, and deliver life-changing therapies by harnessing cutting-edge science to create new possibilities for people living with serious diseases Industry-leading technology,

© 2025 Scholar Rock, Inc. All rights reserved. Deep Insights Advancing Impactful Medicines Company Overview | January 2025 Exhibit 99.1 © 2024 Scholar Rock, Inc. All rights reserved. Forward-Looking Statements Various statements in this presentation concerning the future expectations, plans and prospects of Scholar Rock Holding Corporation and Scholar Rock, Inc. (collectively, “Scholar Rock”), inc

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): January 13, 2025 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Comm

SRRK / Scholar Rock Holding Corporation / ORBIMED ADVISORS LLC - AMENDMENT NO. 1 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

SRRK / Scholar Rock Holding Corporation / Redmile Group, LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8) Scholar Rock Holding Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 80706P103 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desi

Joint Filing Agreement

EX-99.1 2 tm2427858d10ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the undersigned hereby agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto, the “Schedule 13G”) relating to the Common Stock, $0.001

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): November 12, 2024 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Com

Amendment No. 4 to Scholar Rock Holding Corporation 2022 Inducement Equity Plan, dated November 9, 2024

Exhibit 99.7 FOURTH AMENDMENT TO SCHOLAR ROCK HOLDING CORPORATION 2022 INDUCEMENT EQUITY PLAN A.The Scholar Rock Holding Corporation 2022 Inducement Equity Plan (the “Plan”) is hereby amended by deleting the first sentence of Section 3(a) and substituting therefore the following: “The maximum number of shares of Stock reserved and available for issuance under the Plan shall be 5,000,000 shares, su

As filed with the Securities and Exchange Commission on November 12, 2024

As filed with the Securities and Exchange Commission on November 12, 2024 Registration No.

© 2024 Scholar Rock, Inc. All rights reserved. Forward-Looking Statements This presentation contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements re

© 2024 Scholar Rock, Inc. All rights reserved. Third Quarter 2024 Business Update November 12, 2024 1 Exhibit 99.2 © 2024 Scholar Rock, Inc. All rights reserved. Forward-Looking Statements This presentation contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding Scholar Rock’s future expec

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-38501

Scholar Rock Reports Third Quarter 2024 Financial Results and Highlights Business Progress - Reported positive topline data from pivotal Phase 3 SAPPHIRE trial evaluating apitegromab in patients with Spinal Muscular Atrophy (SMA), achieving primary e

Exhibit 99.1 Scholar Rock Reports Third Quarter 2024 Financial Results and Highlights Business Progress - Reported positive topline data from pivotal Phase 3 SAPPHIRE trial evaluating apitegromab in patients with Spinal Muscular Atrophy (SMA), achieving primary endpoint - On track to submit a U.S. Biologics License Application (BLA) and European Union marketing authorisation application (MAA) in 1

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) SCHOLAR ROCK HOLDING CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity 2022 Inducement Equity Plan Common Stock, $0.

Form of Pre-Funded Warrant

Exhibit 4.1 SCHOLAR ROCK HOLDING CORPORATION WARRANT TO PURCHASE COMMON STOCK Number of Shares: [●] (subject to adjustment) Warrant No. [●] Original Issue Date: [●], 2024 Scholar Rock Holding Corporation, a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [●] or its registered assigns (th

Scholar Rock Announces Pricing of Upsized $300 Million Public Offering of Common Stock and Pre-Funded Warrants

Exhibit 99.2 Scholar Rock Announces Pricing of Upsized $300 Million Public Offering of Common Stock and Pre-Funded Warrants October 9, 2024 CAMBRIDGE, Mass.-(BUSINESS WIRE)-Oct. 8, 2024- Scholar Rock Holding Corporation (Nasdaq: SRRK), a late-stage biopharmaceutical company focused on advancing innovative treatments for spinal muscular atrophy (SMA), cardiometabolic disorders, and other serious di

Underwriting Agreement, dated October 8, 2024

Exhibit 1.1 Execution Scholar Rock Holding Corporation 10,265,488 Shares of Common Stock, par value $0.001 per share Pre-Funded Warrants to Purchase 353,983 Shares of Common Stock Underwriting Agreement October 8, 2024 J.P. Morgan Securities LLC Jefferies LLC Piper Sandler & Co. As Representatives of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Av

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): October 8, 2024 Scholar Rock Hold

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): October 8, 2024 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commi

Scholar Rock Announces Proposed Public Offering of Common Stock and Pre-Funded Warrants

Exhibit 99.1 Scholar Rock Announces Proposed Public Offering of Common Stock and Pre-Funded Warrants October 7, 2024 CAMBRIDGE, Mass.-(BUSINESS WIRE)-Oct. 7, 2024- Scholar Rock Holding Corporation (Nasdaq: SRRK), a late-stage biopharmaceutical company focused on advancing innovative treatments for spinal muscular atrophy (SMA), cardiometabolic disorders, and other serious diseases where protein gr

Calculation of Filing Fee Tables (Form Type) Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum   Offering   Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Primary Offering of Securities: Fees to Be Paid Equity Common Stock, par value $0.

Joint Book-Running Managers

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(5)  Registration No. 333-282530 Prospectus supplement (To prospectus dated October 7, 2024) Scholar Rock Holding Corporation 10,265,488 Shares of common stock Pre-funded warrants to purchase up to 353,983 shares of common stock We are offering 10,265,488 shares of our common stock, par value $0.001 per share and, in lieu of common stock to investors

Issuer Free Writing Prospectus

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Dated October 8, 2024 Relating to Preliminary Prospectus Supplement Dated October 7, 2024 Registration Statement No.

Form of indenture for senior debt securities and the related form of senior debt security

TABLE OF CONTENTS Exhibit 4.5 SCHOLAR ROCK HOLDING CORPORATION TO Trustee Indenture Dated as of                  , 20   Senior Debt Securities TABLE OF CONTENTS TABLE OF CONTENTS Page ARTICLE One — DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 Section 101 Definitions 1 Section 102 Compliance Certificates and Opinions 7 Section 103 Form of Documents Delivered to Trustee 8 Section 104 Ac

As filed with the Securities and Exchange Commission on October 7, 2024.

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 7, 2024.

Form of indenture for subordinated debt securities and the related form of subordinated debt security

TABLE OF CONTENTS Exhibit 4.6 SCHOLAR ROCK HOLDING CORPORATION TO Trustee Indenture Dated as of                  , 20   Subordinated Debt Securities TABLE OF CONTENTS TABLE OF CONTENTS Page ARTICLE One — DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 Section 101. Definitions 1 Section 102. Compliance Certificates and Opinions 8 Section 103. Form of Documents Delivered to Trustee 9 Secti

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3ASR (Form Type) Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Primary Offering of Securities: Fees to Be Paid Equity Common Stock, par value $0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): October 7, 2024 Scholar Rock Hold

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): October 7, 2024 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commi

© 2024 Scholar Rock, Inc. All rights reserved. Positive Topline Results from Pivotal Phase 3 SAPPHIRE Trial of Apitegromab in Spinal Muscular Atrophy (SMA) October 7, 2024 1

Exhibit 99.2 © 2024 Scholar Rock, Inc. All rights reserved. Positive Topline Results from Pivotal Phase 3 SAPPHIRE Trial of Apitegromab in Spinal Muscular Atrophy (SMA) October 7, 2024 1 © 2024 Scholar Rock, Inc. All rights reserved. Agenda 2 Jay Backstrom, M.D., MPH, President & Chief Executive Officer Introduction Jing Marantz , M.D. Ph.D., Chief Medical Officer SAPPHIRE Results Jay Backstrom, M

Scholar Rock Reports Apitegromab Meets Primary Endpoint in Phase 3 SAPPHIRE Study in Patients with Spinal Muscular Atrophy (SMA)

Exhibit 99.1 Scholar Rock Reports Apitegromab Meets Primary Endpoint in Phase 3 SAPPHIRE Study in Patients with Spinal Muscular Atrophy (SMA) ● Apitegromab met primary endpoint with statistically significant and clinically meaningful improvement in motor function as measured by the gold standard Hammersmith Functional Motor Scale Expanded (HFMSE) for patients with SMA receiving apitegromab versus

Joint Book-Running Managers

TABLE OF CONTENTS The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed.

SRRK / Scholar Rock Holding Corporation / Samsara BioCapital, L.P. - SC 13D/A Activist Investment

SC 13D/A 1 tm2425780d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Scholar Rock Holding Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 80706P 10 3 (CUSIP Number) Miran Ahmad Chief Financial Officer Samsara BioCapital GP, LLC

First Amendment to Lease Agreement, dated May 13, 2024, by and between Scholar Rock, Inc. and BMR-Rogers Street LLC

Exhibit 10.1 FIRST AMENDMENT TO LEASE THIS FIRST AMENDMENT TO LEASE (this “Amendment”) is entered into as of this 13day of May, 2024, by and between BMR-ROGERS STREET LLC, a Delaware limited liability company (“Landlord,”), and SCHOLAR ROCK, INC., a Delaware corporation (“Tenant”). RECITALS A.WHEREAS, Landlord and Tenant are parties to that certain Lease dated as of November 5, 2019 (as the same m

© 2024 Scholar Rock, Inc. All rights reserved. Introduction & Business Update Jay Backstrom, M.D., MPH President & Chief Executive Officer 3 © 2024 Scholar Rock, Inc. All rights reserved. Today’s Agenda 4 Topic Speaker  Introduction & Business Updat

Exhibit 99.2 © 2024 Scholar Rock, Inc. All rights reserved. Second Quarter 2024 Business Update August 8, 2024 1 © 2024 Scholar Rock, Inc. All rights reserved. Forward-Looking Statements Various statements in this presentation concerning the future expectations, plans and prospects of Scholar Rock Holding Corporation and Scholar Rock, Inc. (collectively, “Scholar Rock”), including without limitati

Scholar Rock Reports Second Quarter 2024 Financial Results and Highlights Business Progress - Remains on track to report topline data from pivotal Phase 3 SAPPHIRE trial in patients with Spinal Muscular Atrophy (SMA) in 4Q 2024 - New data from Phase

Exhibit 99.1 Scholar Rock Reports Second Quarter 2024 Financial Results and Highlights Business Progress - Remains on track to report topline data from pivotal Phase 3 SAPPHIRE trial in patients with Spinal Muscular Atrophy (SMA) in 4Q 2024 - New data from Phase 2 TOPAZ extension study in patients with nonambulatory SMA showed sustained clinical benefit over 48 months, a continued favorable safety

Fourth Amendment to Loan and Security Agreement, dated May 17, 2024, by and among the Registrant, Scholar Rock, Inc., Oxford Finance LLC and Silicon Valley Bank

Exhibit 10.2 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. INFORMATION THAT WAS OMITTED HAS BEEN NOTED IN THIS DOCUMENT WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[***]”. FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (thi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-38501 SCHO

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): August 8, 2024 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commis

JOINT FILING AGREEMENT

EX-99.1 2 d768278dex991.htm EX-99.1 EXHIBIT 1 JOINT FILING AGREEMENT The undersigned agree that the statement on Schedule 13G with respect to the securities of Scholar Rock Holding Corporation is, and any amendments thereto signed by each or any of the undersigned shall be, filed on behalf of each of such person pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securitie

SRRK / Scholar Rock Holding Corporation / Invus Global Management, LLC - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* (Amendment No. 8) Scholar Rock Holding Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 80706P103 (CUSIP Number) July 25, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): June 27, 2024 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commiss

Amendment to Amended and Restated Certificate of Incorporation of the Registrant

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SCHOLAR ROCK HOLDING CORPORATION (Pursuant to Section 242 of the General Corporation Law of the State of Delaware) Scholar Rock Holding Corporation (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does he

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): June 24, 2024 Scholar Rock Holdin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): June 24, 2024 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commiss

Scholar Rock Announces New SRK-439 Preclinical Data Showing Significant Lean Mass Preservation and Attenuation of Fat Mass Rebound Following GLP-1 Receptor Agonist Withdrawal - SRK-439, a myostatin inhibitor, is part of Scholar Rock’s industry-leadin

Exhibit 99.1 Scholar Rock Announces New SRK-439 Preclinical Data Showing Significant Lean Mass Preservation and Attenuation of Fat Mass Rebound Following GLP-1 Receptor Agonist Withdrawal - SRK-439, a myostatin inhibitor, is part of Scholar Rock’s industry-leading anti-myostatin portfolio - Obesity program continues to progress, with first participants dosed in Phase 2 EMBRAZE trial of apitegromab

2 Melissa Fulham Employee and Stock/Shareholder of Scholar Rock, Inc. Presenter disclosure 3 PHOTOGRAPHY PROHIBITED PLEASE DO NOT take photos of this presentation 4 Maintaining weight loss is challenging Christoffersen, B.Ø., et al. Obesity (Silver S

Exhibit 99.2 The Anti-Myostatin Antibody SRK-439 Promotes Healthy Body Composition in Combination with GLP-1RAs in a Mouse Model of Obesity M e l i s s a A . F u l h a m , C h r i s t o p h e r D . C h a p r o n , F r a n c i s T. D a n e h y, J r. , F r e d e r i c k C . S t r e i c h , J r. , B r i a n L i a n g , C h r i s t o p h e r J . B o s t o n , J u s t i n W. J a c k s o n , Ya n H u a

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): June 3, 2024 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commissi

Scholar Rock Presents New Data from SRK-181 Phase 1 DRAGON Trial at ASCO 2024 Annual Meeting

Exhibit 99.1 Scholar Rock Presents New Data from SRK-181 Phase 1 DRAGON Trial at ASCO 2024 Annual Meeting ● Promising objective response rates (ORR) were observed in multiple tumor types in anti-PD-(L)1 resistant patients ● Analysis of baseline biomarker data in clear cell renal cell carcinoma (ccRCC) patients reveals a doubling of the ORR highlighting a potential patient selection strategy ● SRK-

PRESENTED BY: Mechanism of Action SRK-181, a Selective Anti-TGFβ1 Antibody, Overcomes CPIs Resistance 2 Ulka Vaishampayan, MD 1.Batlle E, et al. Immunity. 2019; 50(4):924-940. CPI, checkpoint inhibitor; GLP, good laboratory practice; MDSC, myeloid de

Exhibit 99.2 PRESENTED BY: Phase 1 study (DRAGON) of SRK-181 (linavonkibart), a latent TGFβ1 inhibitor, combined with pembrolizumab in anti-PD1 resistant patients with advanced solid tumors: Updated results of expansion phase Ulka Vaishampayan1 , Randy F. Sweis2 , Deepak Kilari3 , Ahmad Tarhini4 , Justin F. Gainor5 , Minal Barve6 , Guru Sonpavde7 , Meredith Mckean8 , David Park9 , Sunil Babu10, Ya

Scholar Rock Announces Initiation of Phase 2 EMBRAZE Trial of Apitegromab in Obesity and New Preclinical Data Supporting SRK-439 in Obesity ● Phase 2 EMBRAZE proof-of-concept trial designed to assess apitegromab's ability to safely preserve lean musc

Exhibit 99.1 Scholar Rock Announces Initiation of Phase 2 EMBRAZE Trial of Apitegromab in Obesity and New Preclinical Data Supporting SRK-439 in Obesity ● Phase 2 EMBRAZE proof-of-concept trial designed to assess apitegromab's ability to safely preserve lean muscle mass in individuals on GLP-1 receptor agonist therapy for obesity ● New preclinical head-to-head comparison shows that SRK-439 is more

© 2024 Scholar Rock, Inc. All rights reserved. Welcome Rushmie Nofsinger Vice President Investor Relations & Corporate Affairs 2 © 2024 Scholar Rock, Inc. All rights reserved. Company Speakers 4 Jay Backstrom, M.D., MPH President & Chief Executive Of

Exhibit 99.2 © 2024 Scholar Rock, Inc. All rights reserved. Investor Day May 22, 2024 1 © 2024 Scholar Rock, Inc. All rights reserved. Welcome Rushmie Nofsinger Vice President Investor Relations & Corporate Affairs 2 © 2024 Scholar Rock, Inc. All rights reserved. Forward-Looking Statements Various statements in this presentation concerning the future expectations, plans and prospects of Scholar Ro

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): May 17, 2024 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): May 14, 2024 Scholar Rock Holding

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): May 14, 2024 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-38501 SCH

Scholar Rock Reports First Quarter 2024 Financial Results and Highlights Business Progress

Exhibit 99.1 Scholar Rock Reports First Quarter 2024 Financial Results and Highlights Business Progress - On track to report topline data from pivotal Phase 3 SAPPHIRE trial in patients with Spinal Muscular Atrophy in 4Q 2024 - Initiating Phase 2 proof-of-concept trial evaluating apitegromab in obesity in June 2024 - Updated SRK-181 clinical data selected for oral presentation at American Society

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): May 7, 2024 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-

Subsidiaries of the Registrant

Exhibit 21.1 SUBSIDIARIES OF SCHOLAR ROCK HOLDING CORPORATION Subsidiary Jurisdiction Scholar Rock, Inc. Delaware Scholar Rock Securities Corporation Massachusetts

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-38

As filed with the Securities and Exchange Commission on March 19, 2024

As filed with the Securities and Exchange Commission on March 19, 2024 Registration No.

Scholar Rock Reports Full Year 2023 Financial Results and Highlights Business Progress - Pivotal Phase 3 SAPPHIRE trial in patients with Spinal Muscular Atrophy on track to report topline data in 4Q 2024 - Announced FDA clearance of IND application t

Exhibit 99.1 Scholar Rock Reports Full Year 2023 Financial Results and Highlights Business Progress - Pivotal Phase 3 SAPPHIRE trial in patients with Spinal Muscular Atrophy on track to report topline data in 4Q 2024 - Announced FDA clearance of IND application to initiate Phase 2 proof-of-concept trial with apitegromab to treat obesity; expected to commence in mid-2024 - Presented preclinical dat

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) SCHOLAR ROCK HOLDING CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity 2018 Stock Option and Incentive Plan Common Stock, $0.

Employment Agreement, by and between Scholar Rock, Inc. and Tracey Sacco, dated February 1, 2023

Exhibit 10.32 Scholar Rock, INC. EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made between Scholar Rock, Inc., a Delaware corporation (the “Company”), and Tracey Sacco (the “Employee”) and is effective commencing on the Employee’s first day of employment at the Company (the “Effective Date”), which is expected to be on or before February 1, 2023. NOW, THEREFORE, in consideration

Amendment No. 3 to Scholar Rock Holding Corporation 2022 Inducement Equity Plan, dated January 25, 2024

Exhibit 10.8 THIRD AMENDMENT TO SCHOLAR ROCK HOLDING CORPORATION 2022 INDUCEMENT EQUITY PLAN A.The Scholar Rock Holding Corporation 2022 Inducement Equity Plan (the “Plan”) is hereby amended by deleting the first sentence of Section 3(a) and substituting therefore the following: “The maximum number of shares of Stock reserved and available for issuance under the Plan shall be 4,000,000 shares, sub

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): March 19, 2024 Scholar Rock Holdi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): March 19, 2024 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commis

Compensation Recovery Policy

Exhibit 97 Scholar Rock holding corporation COMPENSATION RECOVERY POLICY Adopted as of November 28, 2023 Scholar Rock Holding Corporation, a Delaware corporation (the “Company”), has adopted a Compensation Recovery Policy (this “Policy”) as described below.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): February 15, 2024 Scholar Rock Ho

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): February 15, 2024 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Com

Scholar Rock Announces the Addition of Katie Peng to Its Board of Directors and Promotes Mo Qatanani, Ph.D. to Chief Scientific Officer

Exhibit 99.1 Scholar Rock Announces the Addition of Katie Peng to Its Board of Directors and Promotes Mo Qatanani, Ph.D. to Chief Scientific Officer CAMBRIDGE, Mass.-(BUSINESS WIRE)— February 15, 2024- Scholar Rock (NASDAQ: SRRK), a late-stage biopharmaceutical company focused on advancing innovative treatments for spinal muscular atrophy (SMA), cardiometabolic disorders, and other serious disease

Joint Filing Agreement

EX-99.1 2 tm245846d16ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the undersigned hereby agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto, the “Schedule 13G”) relating to the Common Stock, $0.001 p

SRRK / Scholar Rock Holding Corporation / ARCH Venture Fund VIII, L.P. - ARCH VENTURE FUND VIII, L.P. - SCHOLAR ROCK HOLDING CORP -- SCH 13G/A(#2E) Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 - Exit Filing)* Scholar Rock Holding Corporation (Name of Issuer) Common Stock par value $0.001 per share (Title of Class of Securities) 80706P103 (CUSIP Number) October 12, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropriate

SRRK / Scholar Rock Holding Corporation / ORBIMED ADVISORS LLC - SCHEDULE 13G Passive Investment

SC 13G 1 ss3005752sc13g.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Scholar Rock Holding Corporation (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 80706P103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the app

SRRK / Scholar Rock Holding Corporation / Redmile Group, LLC - SC 13G/A Passive Investment

SC 13G/A 1 tm245846d16sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7) Scholar Rock Holding Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 80706P103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Sta

JOINT FILING AGREEMENT

EX-99.A 2 ss3005752ex99a.htm JOINT FILING AGREEMENT EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that this Statement on Schedule 13G, dated December 31, 2023 (this “Schedule 13G”), with respect to the Common Stock, $0.001 par value per share, of Scholar Rock Holding Corp is filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the S

SRRK / Scholar Rock Holding Corporation / Artal International S.C.A. - SC 13G/A Passive Investment

SC 13G/A 1 d708826dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* (Amendment No. 7) Scholar Rock Holding Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 80706P103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this State

SRRK / Scholar Rock Holding Corporation / Polaris Venture Partners VI, L.P. - SC 13G/A Passive Investment

SC 13G/A 1 d757129dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. 3) Scholar Rock Holding Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securiti

Scholar Rock Provides Corporate Update and Highlights Priorities for 2024

Exhibit 99.2 Scholar Rock Provides Corporate Update and Highlights Priorities for 2024 - Advancing industry-leading antimyostatin pipeline, comprised of multiple, novel assets with unparalleled selectivity, to treat spinal muscular atrophy (SMA) and cardiometabolic disorders - Completed enrollment for apitegromab pivotal Phase 3 SAPPHIRE trial in patients with SMA; topline data anticipated in 4Q 2

© 2024 Scholar Rock, Inc. All rights reserved. Advancing New Possibilities for Patients 42nd ANNUAL J.P. MORGAN HEALTHCARE CONFERENCE JANUARY 9, 2024 3 TGFβ=Transforming growth factor-beta. SMA=Spinal muscular atrophy *Christopher is a participant in

Exhibit 99.1 © 2024 Scholar Rock, Inc. All rights reserved. Advancing New Possibilities for Patients 42nd ANNUAL J.P. MORGAN HEALTHCARE CONFERENCE JANUARY 9, 2024 © Scholar Rock, Inc. All rights reserved. 2024. Forward-Looking Statements Various statements in this presentation concerning the future expectations, plans and prospects of Scholar Rock, Inc. (“Scholar Rock”), including without limitati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _____________________ FORM 8-K _____________________ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): January 4, 2024 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commi

Scholar Rock Reports Third Quarter 2023 Financial Results and Highlights Business Progress

Exhibit 99.1 Scholar Rock Reports Third Quarter 2023 Financial Results and Highlights Business Progress Completed enrollment for pivotal Phase 3 SAPPHIRE trial evaluating apitegromab; topline data expected in 4Q 2024 Expanding into cardiometabolic disorders with SRK-439, a novel investigational myostatin inhibitor Presented new data supporting proof of concept for SRK-181 in heavily pretreated pat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-38501

Scholar Rock Q3 Business Update November 7, 2023 Jay Backstrom, MD, MPH Chief Executive Officer Ted Myles, MBA Chief Operating Officer & Chief Financial Officer Mo Qatanani, PhD SVP, Head of Research Scholar Rock Call Participants Differentiated Bene

Exhibit 99.2 Scholar Rock Q3 Business Update November 7, 2023 © Scholar Rock, Inc. All rights reserved. 2023. Forward-Looking Statements Various statements in this presentation concerning the future expectations, plans and prospects of Scholar Rock, Inc. (“Scholar Rock”), including without limitation, Scholar Rock’s expectations regarding its strategy, its product candidate selection and developme

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): November 7, 2023 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Comm

SRRK / Scholar Rock Holding Corp / Samsara BioCapital, L.P. - SC 13D/A Activist Investment

SC 13D/A 1 tm2328660d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Scholar Rock Holding Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 80706P 10 3 (CUSIP Number) Miran Ahmad Chief Financial Officer Samsara BioCapital GP, LLC

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): October 11, 2023 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Comm

Underwriting Agreement dated October 11, 2023

Exhibit 1.1 Execution Scholar Rock Holding Corporation 12,408,760 Shares of Common Stock, par value $0.001 per share Underwriting Agreement October 11, 2023 J.P. Morgan Securities LLC Piper Sandler & Co. As Representatives of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 c/o Piper Sandler & Co. 1251 Avenue of the Ame

Joint Book-Running Managers

TABLE OF CONTENTS    Filed Pursuant to Rule 424(b)(5)  Registration No. 333-268329 Prospectus supplement (To prospectus dated November 25, 2022) 12,408,760 shares Scholar Rock Holding Corporation Common stock We are offering 12,408,760 shares of our common stock, par value $0.001 per share, at a public offering price of $6.85 per share of common stock. Our common stock is listed on The Nasdaq Glob

Scholar Rock Announces Proposed Public Offering of Common Stock

Exhibit 99.1 Scholar Rock Announces Proposed Public Offering of Common Stock CAMBRIDGE, Mass.-(BUSINESS WIRE)—Oct. 11, 2023- Scholar Rock Holding Corporation (Nasdaq: SRRK), a Phase 3 clinical-stage biopharmaceutical company focused on the treatment of serious diseases in which protein growth factors play a fundamental role, today announced that it has commenced an underwritten public offering for

Scholar Rock Announces Pricing of Upsized Public Offering of Common Stock

Exhibit 99.2 Scholar Rock Announces Pricing of Upsized Public Offering of Common Stock CAMBRIDGE, Mass.-(BUSINESS WIRE)—Oct. 11, 2023- Scholar Rock Holding Corporation (Nasdaq: SRRK), a Phase 3 clinical-stage biopharmaceutical company focused on the treatment of serious diseases in which protein growth factors play a fundamental role, today announced the pricing of an upsized underwritten public o

Joint Book-Running Managers

TABLE OF CONTENTS The information in this preliminary prospectus supplement is not complete and may be changed.

| CONFIDENTIAL AND PROPRIETARY Introduction of Scholar Rock’s Cardiometabolic Disorders Program Optimizing weight loss by preserving and increasing lean muscle mass with a highly selective myostatin inhibitor

Exhibit 99.2 | CONFIDENTIAL AND PROPRIETARY Introduction of Scholar Rock’s Cardiometabolic Disorders Program Optimizing weight loss by preserving and increasing lean muscle mass with a highly selective myostatin inhibitor © Scholar Rock, Inc. All rights reserved. 2023. Forward - Looking Statements Various statements in this presentation concerning the future expectations, plans and prospects of Sc

Scholar Rock TO ADVANCE ANTIMYOSTATIN PROGRAM to develop novel therapies for CARDIOMETABOLIC DISORDERS

Exhibit 99.1 Scholar Rock TO ADVANCE ANTIMYOSTATIN PROGRAM to develop novel therapies for CARDIOMETABOLIC DISORDERS · Company plans to expand into cardiometabolic disorders, leveraging its experience in myostatin inhibition · Preclinical data support advancing SRK-439, a novel investigational myostatin inhibitor for the treatment of cardiometabolic disorders, with an initial focus on obesity, towa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): October 11, 2023 Scholar Rock Hol

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): October 11, 2023 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-38501 SCHO

Third Amendment to Loan and Security Agreement, dated April 18, 2023, by and among the Registrant, Scholar Rock, Inc., Oxford Finance LLC and Silicon Valley Bank.

Exhibit 10.1 THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of April 18, 2023, by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 115 South Union Street, Suite 300, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), t

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): August 9, 2023 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commis

Scholar Rock Reports Second Quarter 2023 Financial Results and Highlights Business Progress

Exhibit 99.1 Scholar Rock Reports Second Quarter 2023 Financial Results and Highlights Business Progress - Recently presented 36-month apitegromab extension data from Phase 2 TOPAZ trial demonstrate long-term substantial and sustained improvement of motor function and further strengthen conviction in pivotal Phase 3 SAPPHIRE trial - Pivotal Phase 3 SAPPHIRE trial evaluating apitegromab on track to

Deep InsightsAdvancingImpactful Medicines Company Overview | June 2023 Scholar Rock: Transforming Patient Lives, Addressing High Unmet Medical Need 3 Global leader in TGFβ superfamily biology Targeting the latent forms of growth factors Exquisite sel

Exhibit 99.2 Deep InsightsAdvancingImpactful Medicines Company Overview | June 2023 © Scholar Rock, Inc. All rights reserved. 2023. Forward-Looking Statements Various statements in this presentation concerning the future expectations, plans and prospects of Scholar Rock, Inc. (“Scholar Rock”), including without limitation, Scholar Rock’s expectations regarding its strategy, its product candidate s

New 36-Month Apitegromab Extension Data Reinforce Long-Term Substantial and Sustained Improvement of Motor Function in Phase 2 TOPAZ Trial Patients with Nonambulatory Spinal Muscular Atrophy

Exhibit 99.1 New 36-Month Apitegromab Extension Data Reinforce Long-Term Substantial and Sustained Improvement of Motor Function in Phase 2 TOPAZ Trial Patients with Nonambulatory Spinal Muscular Atrophy - Improvements in patient-reported outcomes consistent with gains in motor function scores - Safety profile at 36 months consistent with previous reports with no new safety findings; more than 90

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _____________________ FORM 8-K _____________________ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): June 30, 2023 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): June 21, 2023 Scholar Rock Holdin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): June 21, 2023 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commiss

Scholar Rock Reports First Quarter 2023 Financial Results and Highlights Business Progress

Exhibit 99.1 Scholar Rock Reports First Quarter 2023 Financial Results and Highlights Business Progress - Enrollment of pivotal Phase 3 SAPPHIRE trial evaluating apitegromab on track for completion in 2023 - Upcoming presentations of 36-month apitegromab data from Phase 2 TOPAZ trial at Cure SMA’s Annual Research & Clinical Conference - Continued advancement of Phase 1 DRAGON trial of SRK-181; bio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _____________________ FORM 8-K _____________________ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): May 9, 2023 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-38501 SCH

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEFA14A 1 tm231912d2defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _____________________ FORM 8-K _____________________ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): April 6, 2023 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commiss

Scholar Rock Announces the Addition of Richard Brudnick to Its Board of Directors

Exhibit 99.1 Scholar Rock Announces the Addition of Richard Brudnick to Its Board of Directors CAMBRIDGE, Mass.-(BUSINESS WIRE)-April 10, 2023-Scholar Rock (NASDAQ: SRRK), a Phase 3 clinical-stage biopharmaceutical company focused on the treatment of serious diseases in which protein growth factors play a fundamental role, today announced that Richard Brudnick, has been appointed to Scholar Rock’s

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): March 10, 2023 Scholar Rock Holdi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): March 10, 2023 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commis

Amended and Restated Employment Agreement, by and between Scholar Rock, Inc. and Junlin Ho dated March 1, 2023

Exhibit 10.31 SCHOLAR ROCK, INC. AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (“Agreement”) is made between Scholar Rock, Inc., a Delaware corporation (the “Company”), and Junlin Ho (the “Employee”) and is effective as of March 1, 2023 (the “Effective Date”). Except with respect to the Restrictive Covenant Agreement and the Equity Documents (each as defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-38

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _____________________ FORM 8-K _____________________ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): March 7, 2023 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commiss

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) SCHOLAR ROCK HOLDING CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity 2018 Stock Option and Incentive Plan Common Stock, $0.

As filed with the Securities and Exchange Commission on March 7, 2023

As filed with the Securities and Exchange Commission on March 7, 2023 Registration No.

Second Amendment to Loan and Security Agreement, dated November 10, 2022, by and among the Registrant, Scholar Rock, Inc., Oxford Finance LLC and Silicon Valley Bank.

Exhibit 10.26 SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of November 10, 2022, by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 115 South Union Street, Suite 300, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agen

Subsidiaries of the Registrant

Exhibit 21.1 SUBSIDIARIES OF SCHOLAR ROCK HOLDING CORPORATION Subsidiary Jurisdiction Scholar Rock, Inc. Delaware Scholar Rock Securities Corporation Massachusetts

Amendment No. 2 to Scholar Rock Holding Corporation 2022 Inducement Equity Plan, dated February 3, 2023

Exhibit 10.7 SECOND AMENDMENT TO SCHOLAR ROCK HOLDING CORPORATION 2022 INDUCEMENT EQUITY PLAN A.The Scholar Rock Holding Corporation 2022 Inducement Equity Plan (the “Plan”) is hereby amended by deleting the first sentence of Section 3(a) and substituting therefore the following: “The maximum number of shares of Stock reserved and available for issuance under the Plan shall be 3,000,000 shares, su

Scholar Rock Reports Full Year 2022 Financial Results and Highlights Business Progress

Exhibit 99.1 Scholar Rock Reports Full Year 2022 Financial Results and Highlights Business Progress - Enrollment of pivotal Phase 3 SAPPHIRE trial evaluating apitegromab on track for completion in 2023, and 36-month extension data from Phase 2 TOPAZ trial expected in mid-2023 - Phase 1 DRAGON trial of SRK-181 continues to advance with biomarker and clinical data updates planned in 2023 - Company e

Joint Filing Agreement

Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the undersigned hereby agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto, the “Schedule 13G”) relating to the Common Stock, $0.001 par value per share, of Scholar Rock Holding C

SRRK / Scholar Rock Holding Corp / Redmile Group, LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6) Scholar Rock Holding Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 80706P103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r

SRRK / Scholar Rock Holding Corp / BB BIOTECH AG - SC 13G/A Passive Investment

SC 13G/A 1 d405844dsc13ga.htm SC 13G/A United States SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* SCHOLAR ROCK HOLDING CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 80706P103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing This Statement) Check the appropriate box

SRRK / Scholar Rock Holding Corp / Samsara BioCapital, L.P. - SC 13D Activist Investment

SC 13D 1 tm236533d1sc13da.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Scholar Rock Holding Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 80706P 10 3 (CUSIP Number) Miran Ahmad Chief Financial Officer Samsara BioCapital GP, LLC 628 Mi

POWER OF ATTORNEY

EX-99.B 2 d405844dex99b.htm EX-99.B Exhibit B POWER OF ATTORNEY The Undersigned, Hugo van Neutegem herewith gives Power of Attorney to Mrs. Nathalie M.A. Isidora-Kwidama, born in Curacao on, holder of a passport issued by the Kingdom of the Netherlands, with number, to represent the Company in the broadest sense of the word and in the best interest of the Company and further to do if were the Unde

SRRK / Scholar Rock Holding Corp / Artal International S.C.A. - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* (Amendment No. 6) Scholar Rock Holding Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 80706P103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

SRRK / Scholar Rock Holding Corp / Polaris Venture Partners VI, L.P. - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. 2) Scholar Rock Holding Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 80706P103 (CUSIP Number) D

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): January 9, 2023 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commi

Scholar Rock Provides Corporate Update and Highlights Priorities for 2023

EX-99.2 3 a53178569ex992.htm EXHIBIT 99.2 Exhibit 99.2 Scholar Rock Provides Corporate Update and Highlights Priorities for 2023 - Pivotal Phase 3 SAPPHIRE trial enrollment completion expected in 2023 - Phase 1 DRAGON trial of SRK-181 continues to advance with presented data that showed early indications of efficacy; ongoing clinical data updates planned in 2023 - Anticipated cash runway into 2025

Deep InsightsAdvancingImpactful Medicines January 2023 Scholar Rock: Transforming Patient Lives, Targeting High Unmet Medical Need 3 Global leader in TGFB superfamily biology Targeting the latent forms of growth factors Exquisite selectivity to deliv

EX-99.1 2 a53178569ex991.htm EXHIBIT 99.1 Exhibit 99.1 Deep InsightsAdvancingImpactful Medicines January 2023 Disclaimers Various statements in this presentation concerning the future expectations, plans and prospects of Scholar Rock, Inc. (“Scholar Rock”), including without limitation, Scholar Rock’s expectations regarding its strategy, its product candidate selection and development timing, incl

Scholar Rock Holding Corporation 301 Binney Street Cambridge, MA 02142

CORRESP 1 filename1.htm Scholar Rock Holding Corporation 301 Binney Street Cambridge, MA 02142 November 22, 2022 Via EDGAR Transmission United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Scholar Rock Holding Corporation: Registration Statement on Form S-3 filed November 14, 2022 (File No 333-268329) Ladies and Gentlemen: P

SRRK / Scholar Rock Holding Corp / Redmile Group, LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 5) Scholar Rock Holding Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 80706P103 (CUSIP Number) November 14, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

Joint Filing Agreement

Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the ?Exchange Act?), the undersigned hereby agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto, the ?Schedule 13G?) relating to the Common Stock, $0.001 par value per share, of Scholar Rock Holding C

Amendment No. 1 to Scholar Rock Holding Corporation 2022 Inducement Equity Plan, dated September 4, 2022

Exhibit 99.2 FIRST AMENDMENT TO SCHOLAR ROCK HOLDING CORPORATION 2022 INDUCEMENT EQUITY PLAN A.The Scholar Rock Holding Corporation 2022 Inducement Equity Plan (the “Plan”) is hereby amended by deleting the first sentence of Section 3(a) and substituting therefore the following: “The maximum number of shares of Stock reserved and available for issuance under the Plan shall be 2,000,000 shares, sub

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) SCHOLAR ROCK HOLDING CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price(1)(3) Fee Rate Amount of Registration Fee Primary Offering of Securities: Fees to Be Paid Equity Common Stock, par value $0.

As filed with the Securities and Exchange Commission on November 14, 2022

As filed with the Securities and Exchange Commission on November 14, 2022 Registration No.

As filed with the Securities and Exchange Commission on November 14, 2022

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on November 14, 2022 Registration No.

Form of indenture for senior debt securities and the related form of senior debt security

Exhibit 4.4 SCHOLAR ROCK HOLDING CORPORATION TO Trustee Indenture Dated as of , 20 Senior Debt Securities TABLE OF CONTENTS Page ARTICLE ONE - DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 SECTION 101 Definitions 1 SECTION 102 Compliance Certificates and Opinions 9 SECTION 103 Form of Documents Delivered to Trustee 10 SECTION 104 Acts of Holders 10 SECTION 105 Notices, etc., to Trustee

Scholar Rock Reports Third Quarter 2022 Financial Results and Highlights Business Progress

Exhibit 99.1 Scholar Rock Reports Third Quarter 2022 Financial Results and Highlights Business Progress - Presented 24-month apitegromab data on quality-of life-measures from the TOPAZ trial and SRK-181 data from DRAGON trial at major medical/scientific congresses - Announced key leadership appointments - Amended existing debt facility with Oxford finance and Silicon Valley Bank, providing an addi

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) SCHOLAR ROCK HOLDING CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price (3) Fee Rate Amount of Registration Fee Equity Common Stock, $0.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): November 14, 2022 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Com

Form of indenture for subordinated debt securities and the related form of subordinated debt security

Exhibit 4.5 SCHOLAR ROCK HOLDING CORPORATION TO Trustee Indenture Dated as of , 20 Subordinated Debt Securities TABLE OF CONTENTS Page ARTICLE ONE - DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 SECTION 101. Definitions 1 SECTION 102. Compliance Certificates and Opinions 10 SECTION 103. Form of Documents Delivered to Trustee 11 SECTION 104. Acts of Holders 11 SECTION 105. Notices, etc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-38501

, by and between Scholar Rock Holding Corporation and Jefferies LLC, dated November 14, 2022

Exhibit 1.2 Execution Version OPEN MARKET SALE AGREEMENTSM November 14, 2022 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Scholar Rock Holding Corporation, a Delaware corporation (the ?Company?), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the ?Agent?), sh

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): November 9, 2022 (November 7, 2022) Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of I

Employment Agreement, by and between Scholar Rock, Inc. and Jing Marantz, dated November 7, 2022.

Exhibit 10.1 SCHOLAR ROCK, INC. EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made as of November 7, 2022, between Scholar Rock, Inc., a Delaware corporation (the ?Company?), and Jing Marantz (the ?Employee?) and is effective commencing on the Employee?s first day of employment at the Company (the ?Effective Date?), which is expected to be on or before November 14, 2022. NOW, THE

Scholar Rock Appoints Jing L. Marantz, M.D., Ph.D., M.B.A., as Chief Medical Officer

Exhibit 99.1 Scholar Rock Appoints Jing L. Marantz, M.D., Ph.D., M.B.A., as Chief Medical Officer - Dr. Marantz brings over two decades of industry expertise across neurology, hematology/oncology, and rare diseases CAMBRIDGE, Mass.-(BUSINESS WIRE)-November 9, 2022-Scholar Rock (NASDAQ: SRRK), a Phase 3, clinical-stage biopharmaceutical company focused on the treatment of serious diseases in which

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): September 20, 2022 (September 16, 2022) Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction

Scholar Rock Appoints Jay Backstrom, M.D., M.P.H., to be its Next Chief Executive Officer

Exhibit 99.1 Scholar Rock Appoints Jay Backstrom, M.D., M.P.H., to be its Next Chief Executive Officer - Dr. Backstrom brings more than 30 years of biopharmaceutical leadership experience, including most recently as Executive Vice President of R&D at Acceleron and Chief Medical Officer and Head of Global Regulatory Affairs at Celgene - Dr. Backstrom has led the development and approval of transfor

Employment Agreement, by and between Scholar Rock, Inc. and Jay T. Backstrom, dated September 19, 2022.

Exhibit 10.1 Scholar Rock, INC. EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made as of September 19, 2022, between Scholar Rock, Inc., a Delaware corporation (the ?Company?), and Jay Backstrom (the ?Employee?) and is effective commencing on the Employee?s first day of employment at the Company (the ?Effective Date?), which is expected to be on or around September 20, 2022. NOW,

As filed with the Securities and Exchange Commission on August 8, 2022

As filed with the Securities and Exchange Commission on August 8, 2022 Registration No.

Filing Fee Table

EX-FILING FEES 4 tmb-20220808xexfilingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) SCHOLAR ROCK HOLDING CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price (3) Fee

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): August 8, 2022 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commis

Scholar Rock Reports Second Quarter 2022 Financial Results and Highlights Business Progress

Exhibit 99.1 Scholar Rock Reports Second Quarter 2022 Financial Results and Highlights Business Progress - Positive 24-month data from ongoing Phase 2 TOPAZ trial extension supports potential benefit of apitegromab for patients with Types 2 and 3 Spinal Muscular Atrophy (SMA) - Actively enrolling in pivotal Phase 3 SAPPHIRE clinical trial for apitegromab - Discovery pipeline advancements made for

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? FOR THE QUARTERLY PERIOD ENDED June 30, 2022 OR ? ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-3850

Scholar Rock Announces the Addition of Srinivas Akkaraju, M.D., Ph.D. to Its Board of Directors

Exhibit 99.1 Scholar Rock Announces the Addition of Srinivas Akkaraju, M.D., Ph.D. to Its Board of Directors CAMBRIDGE, Mass.?July 26, 2022? Scholar Rock (NASDAQ: SRRK), a Phase 3 clinical-stage biopharmaceutical company focused on the treatment of serious diseases in which protein growth factors play a fundamental role, today announced that Dr. Srinivas Akkaraju, Founder and Managing General Part

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): July 26, 2022 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commiss

SRRK / Scholar Rock Holding Corp / Redmile Group, LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4) Scholar Rock Holding Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 80706P103 (CUSIP Number) June 17, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul

SRRK / Scholar Rock Holding Corp / Artal International S.C.A. - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* (Amendment No. 5) Scholar Rock Holding Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 80706P103 (CUSIP Number) June 22, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

Placement Agency Agreement by and among the Registrant, J.P. Morgan Securities LLC and Piper Sandler & Co. dated June 17, 2022

Exhibit 1.1 PLACEMENT AGENCY AGREEMENT June 17, 2022 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Piper Sandler & Co. 800 Nicollet Mall Minneapolis, Minnesota 55402 Ladies and Gentlemen: Scholar Rock Holding Corporation, a Delaware corporation (the ?Company?), proposes, subject to the terms and conditions of this Placement Agency Agreement (this ?Agreement?) and the Secur

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): June 16, 2022 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commiss

Scholar Rock Holding Corporation 2022 Inducement Equity Plan

Exhibit 10.2 SCHOLAR ROCK HOLDING CORPORATION 2022 INDUCEMENT EQUITY PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Scholar Rock Holding Corporation 2022 Inducement Equity Plan (the ?Plan?). The purpose of the Plan is to enable Scholar Rock Holding Corporation (the ?Company?) to grant equity awards to induce highly-qualified prospective officers and employees

Common Stock Preferred Stock Debt Securities Warrants Units

TABLE OF CONTENTS ? Filed Pursuant to Rule 424(b)(5) ?Registration No. 333-254057? Prospectus supplement (To prospectus dated April 13, 2022) Scholar Rock Holding Corporation 16,326,530 shares of common stock Pre-funded warrants to purchase up to 25,510,205 shares of common stock Common warrants to purchase up to 10,459,181 shares of common stock ? We are offering 16,326,530 shares of our common s

Form of Common Stock Warrant

Exhibit 4.2 COMMON STOCK PURCHASE WARRANT SCHOLAR ROCK HOLDING CORPORATION Warrant Shares: Initial Exercise Date: June 22, 2022 THIS COMMON STOCK PURCHASE WARRANT (the ?Warrant?) certifies that, for value received, or its assigns (the ?Holder?) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (t

Scholar Rock Announces $205 Million Registered Direct Offering

Exhibit 99.1 Scholar Rock Announces $205 Million Registered Direct Offering CAMBRIDGE, Mass. (BUSINESS WIRE) June 17, 2022 - Scholar Rock (NASDAQ: SRRK), a Phase 3, clinical-stage biopharmaceutical company focused on the treatment of serious diseases in which protein growth factors play a fundamental role, today announced that it has entered into a securities purchase agreement with certain instit

Form of Pre-Funded Warrant

Exhibit 4.1 SCHOLAR ROCK HOLDING CORPORATION WARRANT TO PURCHASE COMMON STOCK Number of Shares: [?] (subject to adjustment) Warrant No. [?] Original Issue Date: June [?], 2022 Scholar Rock Holding Corporation, a Delaware corporation (the ?Company?), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [?] or its registered assign

Form of Securities Purchase Agreement by and among the Registrant and the purchasers dated June 17, 2022

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of June 17, 2022, between Scholar Rock Holding Corporation, a corporation incorporated under the laws of the state of Delaware (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively the ?Purcha

Positive Phase 2 Topaz Trial Extension Data Demonstrate Sizable and Sustained Motor Function Improvement at 24 Months with Apitegromab for Non-Ambulatory Patients with Types 2 and 3 Spinal Muscular Atrophy (SMA)

Exhibit 99.1 Positive Phase 2 Topaz Trial Extension Data Demonstrate Sizable and Sustained Motor Function Improvement at 24 Months with Apitegromab for Non-Ambulatory Patients with Types 2 and 3 Spinal Muscular Atrophy (SMA) - Sizable and sustained improvement in Hammersmith Functional Motor Scale-Expanded (HFMSE) scores observed at 24 months - Substantial increase in Revised Upper Limb Module (RU

Confidential and Proprietary Apitegromab Update Data extracted April 7, 2022 Anti - Myostatin Antibody With Transformative Potential in Patients with Type 2 and Type 3 SMA

Exhibit 99.2 Confidential and Proprietary Apitegromab Update Data extracted April 7, 2022 Anti - Myostatin Antibody With Transformative Potential in Patients with Type 2 and Type 3 SMA Disclaimers Various statements in this presentation concerning the future expectations, plans and prospects of Scholar Rock, Inc. (?Schol ar Rock?), including without limitation, Scholar Rock?s expectations regardin

Regulation FD Disclosure, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): June 17, 2022 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commiss

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): May 27, 2022 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commissi

Scholar Rock Reports First Quarter 2022 Financial Results and Updates Strategic Priorities

Exhibit 99.1 Scholar Rock Reports First Quarter 2022 Financial Results and Updates Strategic Priorities - On track for Phase 2 apitegromab TOPAZ two-year data by mid-year - Progressed enrollment for both Phase 3 apitegromab SAPPHIRE clinical trial & Phase 1 SRK-181 DRAGON clinical trial - Restructuring reduces operating expenses, prioritizes R&D activity on completing SAPPHIRE trial and extends ca

Letter Agreement by and between Scholar Rock, Inc. and Gilead Sciences, Inc. dated January 6, 2022

Execution Copy Confidential ? ? January 6, 2022 ? Scholar Rock, Inc. 301 Binney Street Third Floor Cambridge, MA 02142 ? Re: Expiration of the Master Collaboration Agreement, by and between Gilead Sciences, Inc. (?Gilead?) and Scholar Rock, Inc. (?SR?), effective as of December 19, 2018 (the ?Collaboration Agreement?) ? Ladies and Gentlemen: ? Capitalized terms used in this letter and not defined

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): May 16, 2022 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? FOR THE QUARTERLY PERIOD ENDED March 31, 2022 OR ? ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-385

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? ?

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A 1 tm223511d2defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (a

Filing Fee table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) SCHOLAR ROCK HOLDING CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Primary Offering of Securities: Fees to Be Paid Equity Common Stock, par value $0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Filing Fee Table

Exhibit 107 ? Calculation of Filing Fee Table Form S-8 (Form Type) ? SCHOLAR ROCK HOLDING CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share ? Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.

First Amendment to Loan and Security Agreement, dated November 16, 2021, by and among the Registrant, Scholar Rock, Inc., Oxford Finance LLC and Silicon Valley Bank

FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT ? THIS FIRST AMENDMENT to Loan and Security Agreement (this ?Amendment?) is entered into as of November 16, 2021, by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 115 South Union Street, Suite 300, Alexandria, Virginia 22314 (?Oxford?), as collateral agent (in such capacity, ?Collateral Agent?), the Lenders listed on Schedule 1.

As filed with the Securities and Exchange Commission on March 7, 2022.

POS AM 1 tm228243-3posam.htm POS AM TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 7, 2022. Registration No. 333-254057 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SCHOLAR ROCK HOLDING CORPORATION (Exact name of registrant as specified in i

Scholar Rock Reports Full Year 2021 Financial Results and Highlights Business Progress

Exhibit 99.1 Scholar Rock Reports Full Year 2021 Financial Results and Highlights Business Progress - Progressing Phase 3 SAPPHIRE clinical trial evaluating apitegromab in patients with non-ambulatory Type 2 and 3 Spinal Muscular Atrophy (SMA) - Two-year data from open label extension of TOPAZ Phase 2 trial in SMA expected by mid-2022 - Data from DRAGON Part B proof-of-concept trial evaluating SRK

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): March 7, 2022 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commiss

As filed with the Securities and Exchange Commission on March 7, 2022

As filed with the Securities and Exchange Commission on March 7, 2022 Registration No.

Subsidiaries of the Registrant

Exhibit 21.1 ? SUBSIDIARIES OF SCHOLAR ROCK HOLDING CORPORATION ? ? ? Subsidiary Jurisdiction Scholar Rock, Inc. Delaware Scholar Rock Securities Corporation Massachusetts ?

As filed with the Securities and Exchange Commission on March 7, 2022.

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 7, 2022.

Joint Filing Agreement

Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the ?Exchange Act?), the undersigned hereby agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto, the ?Schedule 13G?) relating to the Common Stock, $0.001 par value per share, of Scholar Rock Holding C

SRRK / Scholar Rock Holding Corp / Redmile Group, LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3) Scholar Rock Holding Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 80706P103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

SRRK / Scholar Rock Holding Corp / Polaris Venture Partners VI, L.P. - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. 1) Scholar Rock Holding Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 80706P103 (CUSIP Number) December 3

SRRK / Scholar Rock Holding Corp / BB BIOTECH AG - SC 13G/A Passive Investment

United States SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* SCHOLAR ROCK HOLDING CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 80706P103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing This Statement) Check the appropriate box to designate the rule pursuant to whic

SRRK / Scholar Rock Holding Corp / Artal International S.C.A. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* (Amendment No. 4) Scholar Rock Holding Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 80706P103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desi

Scholar Rock Provides Corporate Update and Highlights Priorities for 2022

Exhibit 99.1 Scholar Rock Provides Corporate Update and Highlights Priorities for 2022 - Initiated Phase 3 SAPPHIRE Clinical Trial Evaluating Apitegromab in Non-Ambulatory Patients with Type 2 and Type 3 Spinal Muscular Atrophy (SMA) - Advanced DRAGON Phase 1 Study into Part B to Evaluate Potential for SRK-181 to Overcome Checkpoint Inhibitor Resistance in Cancer Patients - Concluded Partnership w

Deep Insights Advancing Impactful Medicines 40th Annual J.P. Morgan Healthcare ConferenceJanuary 10-13, 2022 3 Bringing a Revolutionary Approach to Highly Sought-AfterGrowth Factors Implicated in Devastating Diseases Scholar Rock’s TargetGrowth Facto

Exhibit 99.2 Deep Insights Advancing Impactful Medicines 40th Annual J.P. Morgan Healthcare ConferenceJanuary 10-13, 2022 Disclaimers Various statements in this presentation concerning the future expectations, plans and prospects of Scholar Rock, Inc. (?Scholar Rock?), including without limitation, Scholar Rock?s expectations regarding its strategy, its product candidate selection and development

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): January 10, 2022 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Comm

Scholar Rock Announces Design of Phase 3 SAPPHIRE Clinical Trial Evaluating Apitegromab in Non-Ambulatory Patients with Type 2 and Type 3 Spinal Muscular Atrophy (SMA)

Exhibit 99.1 Scholar Rock Announces Design of Phase 3 SAPPHIRE Clinical Trial Evaluating Apitegromab in Non-Ambulatory Patients with Type 2 and Type 3 Spinal Muscular Atrophy (SMA) ? Phase 3 trial is a randomized, double-blind, placebo-controlled trial of apitegromab as add-on to background SMN therapy in non-ambulatory Type 2/3 SMA ? Trial design is informed by the positive results from the prior

Deep Insights,Impactful Medicines Patients with Type 2 and 3 SMA Continue to Experience Major Functional Deficits Despite Improvement from SMN Therapy* Non-Ambulatory Type 2/3 SMA: Majority of Patients Started on SMN Rx After Age 5 Do Not Experience

Exhibit 99.2 Deep Insights,Impactful Medicines Disclaimers Patients with Type 2 and 3 SMA Continue to Experience Major Functional Deficits Despite Improvement from SMN Therapy* Non-Ambulatory Type 2/3 SMA: Majority of Patients Started on SMN Rx After Age 5 Do Not Experience Motor Function Increases* Safety Results from TOPAZ 12-Month Top-Line Analysis Support Evaluation of Apitegromab in Phase 3 T

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): November 30, 2021 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Com

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): November 16, 2021 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Com

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): November 9, 2021 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Comm

Scholar Rock Reports Third Quarter 2021 Financial Results and Highlights Business Progress

Exhibit 99.1 Scholar Rock Reports Third Quarter 2021 Financial Results and Highlights Business Progress - Phase 3 pivotal trial evaluating apitegromab in patients with non-ambulatory Type 2 and Type 3 SMA on track to initiate by year-end 2021 - Update from Part A of the DRAGON Phase 1 trial evaluating SRK-181?s ability to overcome primary resistance to checkpoint inhibitors being presented at the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? FOR THE QUARTERLY PERIOD ENDED September 30, 2021 OR ? ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? FOR THE QUARTERLY PERIOD ENDED June 30, 2021 OR ? ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-3850

Scholar Rock Reports Second Quarter 2021 Financial Results and Highlights Business Progress

Exhibit 99.1 Scholar Rock Reports Second Quarter 2021 Financial Results and Highlights Business Progress - Phase 3 trial to evaluate apitegromab in patients with non-ambulatory Type 2 and Type 3 spinal muscular atrophy (SMA) anticipated to initiate by end of 2021 - DRAGON Phase 1 trial evaluating SRK-181?s ability to overcome resistance to checkpoint inhibitors continues to progress and on-track t

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event Reported): August 10, 2021 Scholar Rock Holding Corporation (Exact Name of Registrant as Specified in Charter) Delaware 001-38501 82-3750435 (State or Other Jurisdiction of Incorporation) (Commi