On October 5, 2020, Scholar Rock, Inc. (the “Sublandlord”), a wholly-owned subsidiary of Scholar Rock Holding Corporation
(collectively, the “Company”) entered into a Sublease Agreement (the “Sublease”) with Orna Therapeutics, Inc. (the “Subtenant”) to sublease approximately 20,751 square feet of office and laboratory space located at the Company’s primary
headquarters at 620 Memorial Drive, Cambridge, Massachusetts (the “Premises”). The Sublease is subordinate to that certain Indenture of Lease, dated March 5, 2015, by and between 620 Memorial Leasehold LLC and the Sublandlord, as subsequently
amended on February 22, 2016 and February 22, 2018.
The Sublease term will commence on a date to be determined between January 1 and March 15, 2021, and ends on August 31, 2023, unless
terminated earlier. As previously disclosed on the Company’s Form 10-Q filed on November 12, 2019, the Company entered into a facility lease at 301 Binney Street in Cambridge, Massachusetts (“New Facility”), and upon completion of its move into
the New Facility, the New Facility will become the Company’s new corporate headquarters.
The Sublease provides for initial annual base rent of approximately $1.9 million. The Subtenant will also be obligated to pay the
Sublandlord for certain costs, taxes and operating expenses related to the Premises, subject to certain exclusions.
The Subtenant is obligated to provide a security deposit to the Sublandlord in the form of a letter of credit in the amount of
approximately $0.8 million, subject to adjustments, which may be applied by the Sublandlord for certain purposes upon the Subtenant’s breach of any provisions under the Sublease.
The Sublease contains customary provisions allowing the Sublandlord to terminate the Sublease if the Subtenant fails to remedy a
breach of any of its obligations within specified time periods, or upon bankruptcy or insolvency of the Subtenant.
The foregoing description of the Sublease does not purport to be complete and is qualified in its entirety by reference to such
Sublease, which the Company intends to file as an exhibit to its Form 10-K for the year ending December 31, 2020.