Form 4: Scholar Rock CHRO Sells Shares to Cover Tax Obligations Following RSU Vesting
Insider Transaction Report
Scholar Rock Holding Corp's Chief Human Resources Officer, Caryn Parlavecchio, sold 6,186 shares of common stock for $32.0014 per share to satisfy tax withholding obligations related to the vesting of restricted stock units.
Summary
- Caryn Parlavecchio, Chief Human Resources Officer (CHRO) of Scholar Rock Holding Corp (SRRK), reported a sale of common stock.
- The transaction involved the disposition of 6,186 shares of common stock at a price of $32.0014 per share.
- This sale was a 'sell to cover' transaction, mandated by the Issuer to fund tax withholding obligations associated with the vesting of restricted stock units (RSUs).
- The sale was not a discretionary trade by the Reporting Person.
- The RSUs vested on June 15, 2025, and were originally granted on June 16, 2022.
- Following this transaction, Ms. Parlavecchio beneficially owns 157,642 shares, consisting of 64,200 shares of common stock and 93,442 RSUs.
Sentiment
Score: 5
Explanation: The sentiment is neutral as the transaction is a routine, non-discretionary 'sell to cover' for tax purposes, not indicative of a change in management's view of the company's prospects.
Future Outlook
The document does not contain any forward-looking statements or guidance regarding the company's future performance or strategy.
Management Comments
- The sale represents the number of shares required to be sold by the Reporting Person to cover the tax withholding obligation in connection with the vesting of restricted stock units ('RSUs') on June 15, 2025.
- This sale is mandated by the Issuer's election under its equity incentive plans to require the Reporting Person to fund this tax withholding obligation by completing a 'sell to cover' transaction with a brokerage firm designated by the Issuer.
- This sale does not represent a discretionary trade by the Reporting Person.
Industry Context
This Form 4 filing details a routine, non-discretionary 'sell to cover' transaction by an executive, which is a common practice in the biotechnology and pharmaceutical industry for managing equity compensation and tax liabilities upon RSU vesting. It does not reflect broader industry trends or competitive positioning.
Stakeholder Impact
- Shareholders: Minimal direct impact as this is a routine, non-discretionary transaction for tax purposes, not a signal of insider sentiment or a significant change in ownership structure.
Key Dates
| Date | Description |
|---|---|
| 06/16/2022 | Date when the Restricted Stock Unit (RSU) awards were granted. |
| 06/15/2025 | Date when the Restricted Stock Units (RSUs) vested. |
| 06/16/2025 | Date of the common stock transaction (sale to cover tax withholding). |
| 06/17/2025 | Date the Form 4 filing was signed and submitted. |
Keywords
Scholar Rock Holding Corp, SRRK, SEC Form 4, Insider Trading, Restricted Stock Units, RSU Vesting, Sell to Cover, Tax Withholding, Executive Compensation, Caryn Parlavecchio
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