Form 4: Scholar Rock Director Michael Gilman Reports Acquisition of Equity Compensation

Scholar Rock Holding Corp. Director Michael Gilman reported the acquisition of 7,632 restricted stock units and 9,206 stock options as part of his compensation on May 22, 2025.

Summary

• Michael Gilman, a Director at Scholar Rock Holding Corp. (SRRK), reported the acquisition of equity securities.
• On May 22, 2025, Mr. Gilman acquired 7,632 restricted stock units (RSUs) at a price of $0.
• Each RSU represents the contingent right to receive one share of the Issuer's common stock upon vesting.
• These RSUs are set to vest on the earlier of June 15, 2026, or the date of the Issuer's next Annual Meeting, subject to continued service.
• Following this transaction, Mr. Gilman beneficially owns 58,591 shares of common stock, which includes 50,959 direct common shares and the newly acquired 7,632 RSUs.
• Additionally, Mr. Gilman acquired 9,206 stock options with an exercise price of $30.46, also at a reported price of $0.
• These stock options will vest and become fully exercisable on the earlier of the first anniversary following the grant date or the date of the Issuer's next Annual Meeting, subject to continued service.
• After this transaction, Mr. Gilman beneficially owns 9,206 stock options.

Sentiment

Score: 7

Explanation: The filing indicates a director's acquisition of equity compensation, which generally aligns management interests with shareholders, but does not provide performance-related information or suggest any immediate operational changes.

Positives

• The acquisition of restricted stock units and stock options by a director aligns management's interests with those of shareholders, as the value of this compensation is tied to the company's stock performance.
• Equity compensation is a standard practice to incentivize long-term commitment and performance from key personnel.

Future Outlook

The vesting schedules for both the restricted stock units and stock options are contingent upon Michael Gilman's continued service to Scholar Rock Holding Corp., indicating an expectation of his ongoing contribution to the company.

Industry Context

Equity compensation, including restricted stock units and stock options, is a common practice across the biotechnology and pharmaceutical industries to attract, retain, and incentivize directors and executives. This filing reflects a standard compensation mechanism for a director in a publicly traded company.

Comparison to Industry Standards

• The use of RSUs and stock options for director compensation is a widely adopted practice in the biotech sector, aligning with compensation structures seen in companies like Biogen Inc. or Vertex Pharmaceuticals Inc., which frequently utilize equity grants to incentivize long-term performance and retain talent.
• The vesting conditions tied to continued service are standard for such grants, ensuring that the compensation serves its purpose of retaining the director's expertise and commitment.

Related Party Transactions

• The acquisition of restricted stock units and stock options by Michael Gilman, a Director of Scholar Rock Holding Corp., constitutes a related party transaction as it involves an insider receiving compensation from the company.

Stakeholder Impact

• Shareholders: The equity grants align the director's financial interests with those of the shareholders, potentially leading to more focused efforts on increasing shareholder value.
• Employees: While not directly impacted, such compensation practices can set a precedent for executive and director incentives within the company.

Next Steps

• Continued service of Michael Gilman to Scholar Rock Holding Corp. to meet vesting conditions for RSUs and stock options.
• Vesting of 7,632 RSUs on the earlier of June 15, 2026, or the date of the Issuer's next Annual Meeting.
• Vesting of 9,206 stock options on the earlier of the first anniversary of the grant date or the date of the Issuer's next Annual Meeting.

Key Dates

Keywords

Scholar Rock Holding Corp, SRRK, Form 4, insider transaction, equity compensation, restricted stock units, RSUs, stock options, director, Michael Gilman