Polaris Ventures Reduces Scholar Rock Stake Below Reporting Threshold

Ticker: SRRK · Form: SC 13G/A · Filed: Feb 9, 2024 · CIK: 1727196

Complexity: simple

Sentiment: bearish

Topics: institutional-ownership, stake-reduction, amendment, biotech

TL;DR

**Polaris Ventures cut its Scholar Rock stake, no longer a major holder.**

AI Summary

Polaris Venture Partners VI, L.P. and its affiliates, including Amir Nashat and Terrance G. McGuire, filed an amended Schedule 13G/A on February 9, 2024, indicating their ownership of Scholar Rock Holding Corp. common stock as of December 31, 2023. This amendment, their third, shows they are no longer required to report their holdings under Rule 13d-1(d), suggesting their beneficial ownership has fallen below the 5% threshold. This matters to investors because it signals a significant institutional investor has reduced its stake, potentially indicating a shift in their confidence or investment strategy for Scholar Rock.

Why It Matters

A major institutional investor, Polaris Venture Partners, has reduced its stake in Scholar Rock Holding Corp., which could be interpreted as a decrease in their conviction about the company's future prospects.

Risk Assessment

Risk Level: medium — The reduction in ownership by a significant institutional investor like Polaris Venture Partners could signal potential concerns or a change in investment strategy, introducing uncertainty for other shareholders.

Analyst Insight

Investors should investigate the reasons behind Polaris Venture Partners' reduced stake and consider if it aligns with their own investment thesis for Scholar Rock Holding Corp. before making any investment decisions.

Key Players & Entities

Forward-Looking Statements

FAQ

What is the purpose of this SC 13G/A filing?

This SC 13G/A filing is an amendment (Amendment No. 3) to a Schedule 13G, indicating a change in beneficial ownership of Scholar Rock Holding Corporation's common stock by Polaris Venture Partners VI, L.P. and its affiliated group members, as of December 31, 2023.

Who are the primary reporting persons in this filing?

The primary reporting person is Polaris Venture Partners VI, L.P., along with group members including Polaris Venture Management Co VI, L.L.C., Polaris Venture Partners Founders' Fund VI, L.P., and individuals like Amir Nashat, Brian Chee, Bryce Youngren, David Barrett, Jonathan A. Flint, and Terrance G. McGuire.

What type of securities are covered by this filing?

The filing covers Common Stock, par value $0.001 per share, of Scholar Rock Holding Corporation, identified by CUSIP Number 80706P103.

What does the selection of Rule 13d-1(d) signify in this filing?

The selection of Rule 13d-1(d) indicates that the reporting persons are no longer required to file Schedule 13G, typically because their beneficial ownership has fallen below the 5% threshold, or they no longer meet the criteria for filing under Rule 13d-1(b) or (c).

When was the event that triggered this filing?

The date of the event which requires the filing of this statement was December 31, 2023.

Filing Stats: 4,166 words · 17 min read · ~14 pages · Grade level 14.8 · Accepted 2024-02-09 16:47:28

Key Financial Figures

Filing Documents

(B). ADDRESS OF ISSUERS PRINCIPAL EXECUTIVE OFFICES

ITEM 1(B). ADDRESS OF ISSUERS PRINCIPAL EXECUTIVE OFFICES 301 Binney Street, 3 rd Floor Cambridge, MA 02142

(B). ADDRESS OF PRINCIPAL

ITEM 2(B). ADDRESS OF PRINCIPAL OFFICE The address for each of the Reporting Persons except for Chee is: c/o Polaris Partners One Marina Park Drive, 8 th Floor Boston, MA 02210 The address for Chee is: c/o Polaris Partners 1 Letterman Drive Building C, Suite 3600 San Francisco, CA 94129

OWNERSHIP

ITEM 4. OWNERSHIP The approximate percentages of Common Stock reported as beneficially owned by the Reporting Persons are based upon 72,143,258 shares of the Issuers Common Stock outstanding as of November 2, 2023, as reported on the Form 10-Q. The following information with respect to the ownership of the common stock of the Issuer by the Reporting Persons filing this Statement is provided as of December 31, 2023: (a) Amount beneficially owned : See Row 9 of cover page for each Reporting Person. (b) Percent of Class : See Row 11 of cover page for each Reporting Person. (c) Number of shares as to which such person has : (i) Sole power to vote or to direct the vote : See Row 5 of cover page for each Reporting Person. (ii) Shared power to vote or to direct the vote : See Row 6 of cover page for each Reporting Person. (iii) Sole power to dispose or to direct the disposition of : See Row 7 of cover page for each Reporting Person. (iv) Shared power to dispose or to direct the disposition of : See Row 8 of cover page for each Reporting Person. * Except to the extent of their pecuniary interest therein, each Reporting Person disclaims beneficial ownership of such shares of Common Stock, except for the shares, if any, such Reporting Person holds of record.

. OWNERSHIP OF

ITEM 5 . OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS CUSIP #80706P103 Page 13 of 14

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: February 9, 2024 POLARIS VENTURE PARTNERS VI, L.P. By: Polaris Venture Management Co. VI, L.L.C. By: * Authorized Signatory POLARIS VENTURE PARTNERS FOUNDERS FUND VI, L.P. By: Polaris Venture Management Co. VI, L.L.C. By: * Authorized Signatory POLARIS VENTURE MANAGEMENT CO. VI, L.L.C. By: * Authorized Signatory JONATHAN A. FLINT By: * Jonathan A. Flint TERRANCE G. MCGUIRE By: * Terrance G. McGuire BRYCE YOUNGREN By: * Bryce Youngren DAVID BARRETT By: * David Barrett BRIAN CHEE By: * Brian Chee CUSIP #80706P103 Page 14 of 14 AMIR NASHAT By: * Amir Nashat *By: /s/ Lauren Crockett Name: Lauren Crockett Title: Attorney-in-Fact [This Schedule 13G was executed pursuant to a Power of Attorney. Note that copies of the applicable Powers of Attorney are already on file with the appropriate agencies.]

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