Form 4: Scholar Rock Director Sells Shares to Cover Tax Obligations Under Pre-Arranged Plan
Insider Transaction Report
Scholar Rock Holding Corp. Director Michael Gilman sold 3,375 shares of common stock on May 29, 2025, under a pre-arranged 10b5-1 plan to satisfy tax withholding obligations related to RSU vesting.
Summary
- Michael Gilman, a Director of Scholar Rock Holding Corp. (SRRK), sold a total of 3,375 shares of common stock.
- The sales occurred on May 29, 2025.
- The first transaction involved 630 shares at a weighted average price of $29.2196, with individual sales ranging from $28.55 to $29.54.
- The second transaction involved 2,745 shares at a weighted average price of $29.8345, with individual sales ranging from $29.55 to $30.210.
- These sales were executed pursuant to a Rule 10b5-1 trading plan adopted on February 27, 2025, specifically to cover tax withholding obligations upon the vesting and settlement of Restricted Stock Units (RSUs).
- Following these transactions, Michael Gilman beneficially owns 55,216 shares, comprising 47,584 shares of common stock and 7,632 RSUs.
Sentiment
Score: 5
Explanation: The sentiment is neutral as the insider sale was pre-planned under a 10b5-1 plan and explicitly for tax withholding purposes, which is a routine and non-discretionary event for insiders.
Positives
- The sale was pre-planned under a Rule 10b5-1 trading plan, indicating a routine transaction rather than a discretionary sale based on new information.
- The explicit purpose of the sale was to cover tax withholding obligations upon RSU vesting, which is a common and expected reason for insider sales.
Negatives
- The transaction represents a reduction in direct beneficial ownership by a director, though the stated reason for the sale (tax obligations) mitigates any negative sentiment.
Risks
- No specific risks related to the company's operations or financial health are mentioned in this Form 4 filing. The inherent risk of insider selling is present, but the stated reason (tax obligations) reduces its significance as a negative signal regarding company prospects.
Future Outlook
NA
Industry Context
NA
Stakeholder Impact
- Shareholders: The sale is a routine tax-related transaction and is unlikely to significantly impact shareholder sentiment or the company's long-term prospects.
Key Dates
| Date | Description |
|---|---|
| 2025-02-27 | Date Rule 10b5-1 trading plan was adopted. |
| 2025-05-29 | Date of common stock transactions. |
| 2025-05-30 | Date of Form 4 filing. |
Keywords
Scholar Rock Holding Corp, SRRK, Michael Gilman, Insider Trading, Form 4, SEC Filing, Stock Sale, Rule 10b5-1, Restricted Stock Units, RSU, Tax Withholding, Director
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