Sec Form 4 Filing - Invus Public Equities, L.P. @ Scholar Rock Holding Corp - 2022-10-03

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Invus Public Equities, L.P. 2. Issuer Name and Ticker or Trading Symbol Scholar Rock Holding Corp [ SRRK] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 750 LEXINGTON AVENUE 30TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 10/03/2022 (Street) NEW YORK, NY10022 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 10/03/2022 P 33,971 A $ 7.0292( 3 ) 8,784,005 D( 1 )( 2 ) Common Stock 10/04/2022 P 66,000 A $ 7.8903( 4 ) 8,850,005 D( 1 )( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Invus Public Equities, L.P. 750 LEXINGTON AVENUE 30TH FLOOR NEW YORK, NY10022 X Artal International S.C.A. VALLEY PARK, 44, RUE DE LA VALLEE LUXEMBOURG, N4L-2661 X Artal International Management S.A. VALLEY PARK, 44, RUE DE LA VALLEE LUXEMBOURG, N4L-2661 X Artal Group S.A. VALLEY PARK, 44, RUE DE LA VALLEE LUXEMBOURG, N4L-2661 X Westend S.A. VALLEY PARK, 44, RUE DE LA VALLEE LUXEMBOURG, N4L-2661 X Stichting Administratiekantoor Westend CLAUDE DEBUSSYLAAN 46 AMSTERDAM, P71082 MD X Wittouck Amaury VALLEY PARK, 44, RUE DE LA VALLEE LUXEMBOURG, P7L-2661 X Invus Public Equities Advisors, LLC 750 LEXINGTON AVENUE 30TH FLOOR NEW YORK, NY10022 X	Signatures Invus Public Equities, L.P., By: Invus Public Equities Advisors, LLC, its General Partner, By: /s/ Raymond Debbane, President 10/07/2022 Signature of Reporting Person Date Invus Public Equities Advisors, LLC, By: /s/ Raymond Debbane, President 10/07/2022 Signature of Reporting Person Date Artal International S.C.A., By: Artal International Management S.A., its Managing Partner, By: /s/ Anne Goffard, Managing Director 10/07/2022 Signature of Reporting Person Date Artal International Management S.A., By: /s/ Anne Goffard, Managing Director 10/07/2022 Signature of Reporting Person Date Artal Group S.A., By: /s/ Anne Goffard, Authorized Person 10/07/2022 Signature of Reporting Person Date Westend S.A., By: /s/ Anne Goffard, Managing Director 10/07/2022 Signature of Reporting Person Date Stichting Administratiekantoor Westend, By: /s/ Amaury Wittouck, Sole Member of the Board 10/07/2022 Signature of Reporting Person Date /s/ Amaury Wittouck 10/07/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Common Stock is held directly by Invus Public Equities, L.P. The general partner of Invus Public Equities, L.P. is Invus Public Equities Advisors, LLC. The Geneva branch of Artal International S.C.A. is the managing member of Invus Public Equities Advisors, LLC. The managing partner of Artal International S.C.A. is Artal International Management S.A., which is a wholly owned subsidiary of Artal Group S.A. Westend S.A. is the parent company of Artal Group, S.A., and the majority stockholder of Westend S.A. is Stichting Administratiekantoor Westend ("Stichting"). ( 2 )(Continued from Footnote 1) Mr. Amaury Wittouck is the sole member of the board of Stichting. Each of the Reporting Persons, other than Invus Public Equities L.P., disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such reporting person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Exchange Act, each of the reporting persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 of the Exchange Act or for any other purpose. ( 3 )The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.77 to $7.24 per share, inclusive. The Reporting Persons undertake to provide to Scholar Rock Holding Corp, any security holder of Scholar Rock Holding Corp, or the staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. ( 4 )The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $7.06 to $8.11 per share, inclusive. The Reporting Persons undertake to provide to Scholar Rock Holding Corp, any security holder of Scholar Rock Holding Corp, or the staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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