Recursion (RXRX) CEO Files Form 4; 100k Shares Sold Under 10b5-1 Plan

Rhea-AI Filing Summary

Christopher Gibson, Chief Executive Officer and Director of Recursion Pharmaceuticals (RXRX), reported transactions dated 09/25/2025. The report shows the acquisition and simultaneous disposition of 100,000 shares of Class A common stock: a conversion/acquisition recorded at $0 and a sale of 100,000 shares at $4.76 per share, reducing his direct beneficial ownership of Class A shares from 1,054,229 to 954,229. The filing states the sale was made pursuant to a Rule 10b5-1 trading plan adopted May 12, 2025. The report also lists indirect holdings through LAHWRAN-3 LLC, LAHWRAN-4 LLC and the Gibson Family Trust, and multiple outstanding stock options and convertible Class B shares that are convertible one-for-one into Class A shares. The form is signed by an attorney-in-fact on 09/26/2025.

Insights

Securities Analyst

TL;DR: Insider sold 100,000 Class A shares under a 10b5-1 plan; significant residual holdings remain.

The transactions are routine for an executive with sizable equity: a conversion/acquisition paired with an immediate sale of 100,000 Class A shares at $4.76, executed under a Rule 10b5-1 plan adopted May 12, 2025. Post-transaction direct ownership is 954,229 Class A shares. The filing discloses substantial additional economic exposure through Class B convertibles and multiple outstanding options totaling several hundred thousand shares. For investors, this is disclosure of liquidity activity rather than an operational update; it documents compliance with Section 16 reporting and a pre-established trading plan.

Corporate Governance Expert

TL;DR: Disclosure shows compliant insider trading under a 10b5-1 plan and maintained governance transparency.

The Form 4 provides clear attribution of indirect holdings (LAHWRAN-3 LLC, LAHWRAN-4 LLC, Gibson Family Trust) and details of option schedules and vesting. The use of a Rule 10b5-1 plan, expressly noted in the explanation, indicates pre-planned sales rather than ad hoc trades. The filing includes signature by an attorney-in-fact, consistent with delegated execution practices. These elements support governance best practices on insider trading disclosure.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

1. Name and Address of Reporting Person^*

Gibson Christopher

(Last) (First) (Middle)

C/O RECURSION PHARMACEUTICALS

41 S. RIO GRANDE STREET

(Street)

SALT LAKE CITY UT 84101

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RECURSION PHARMACEUTICALS, INC. [ RXRX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/25/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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
Class A Common Stock	09/25/2025		C(1)(2)		100,000	A	$0	1,054,229	D
Class A Common Stock	09/25/2025		S(2)		100,000	D	$4.76	954,229	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Class B Common Stock	$0	09/25/2025		C(1)(2)			0	(1)	(1)	Class A Common Stock	100,000	$0	5,253,034	D
Class B Common Stock	$0							(1)	(1)	Class A Common Stock	0		386,000	I	by LAHWRAN-3 LLC(3)
Class B Common Stock	$0							(1)	(1)	Class A Common Stock	0		388,000	I	by LAHWRAN-4 LLC(4)
Class B Common Stock	$0							(1)	(1)	Class A Common Stock	0		50,000	I	by Gibson Family Trust(5)
Stock Option (Right to Buy)	$10.09							(6)	02/09/2034	Class A Common Stock	0		666,898	D
Stock Option (Right to Buy)	$7.25							(7)	02/03/2035	Class A Common Stock	0		1,050,567	D
Stock Option (Right to Buy)	$8.55							(8)	02/01/2033	Class A Common Stock	0		813,600	D
Stock Option (Right to Buy)	$11.4							(9)	02/04/2032	Class A Common Stock	0		399,002	D
Stock Option (Right to Buy)	$11.4							02/04/2022	02/04/2032	Class A Common Stock	0		5,436	D
Stock Option (Right to Buy)	$2.48							(10)	12/30/2030	Class A Common Stock	0		282,500	D

Explanation of Responses:

1. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.

2. This transaction is pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 12, 2025.

3. The shares are held by LAHWRAN-3 LLC, of which the Reporting Person is a member and a manager.

4. The shares are held by LAHWRAN-4 LLC, of which the Reporting Person is a member and a manager.

5. The shares are held by the Gibson Family Trust, of which the Reporting Person serves as Trustee.

6. The option vests as to one forty-eighth (1/48th) of the original 666,898 shares subject to the option on March 1, 2024, and one forty-eighth (1/48th) of the shares subject to the option will vest each month thereafter.

7. The option vests as to one forty-eighth (1/48th) of the shares subject to the option on March 1, 2025, and one forty-eighth (1/48th) of the shares subject to the option will vest each month thereafter.

8. The option vests as to one forty-eighth (1/48th) of the shares subject to the option on March 1, 2023, and one forty-eighth (1/48th) of the shares subject to the option will vest each month thereafter.

9. The option, originally for 416,350 shares, vested as to one forty-eighth (1/48th) of the shares subject to the option on March 1, 2022, and one forty-eighth (1/48th) of the shares subject to the option will vest each month thereafter.

10. The option, originally for 1,500,000 shares, vested as to one forty-eighth (1/48th) of the shares subject to the option on January 31, 2021, and one forty-eighth (1/48th) of the shares subject to the option shall vest each month thereafter.

Remarks:

	/s/ Kyle Nelson, attorney-in-fact	09/26/2025
	** Signature of Reporting Person	Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider activity did Christopher Gibson (RXRX) report on Form 4?

The Form 4 reports acquisition and sale transactions on 09/25/2025: conversion/acquisition of 100,000 Class A shares at $0 and sale of 100,000 Class A shares at $4.76 per share.

Was the sale by the RXRX CEO part of a pre-arranged plan?

Yes. The filing states the sale was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 12, 2025.

How many Class A shares does Christopher Gibson beneficially own after the reported transactions?

Following the reported transactions, the filing shows 954,229 Class A shares beneficially owned directly by the reporting person.

Does the Form 4 disclose indirect holdings or convertible shares for the RXRX reporting person?

Yes. The filing discloses indirect holdings via LAHWRAN-3 LLC, LAHWRAN-4 LLC, and the Gibson Family Trust, and indicates Class B shares are convertible one-for-one into Class A shares.

What stock options and exercisable derivatives are disclosed for the RXRX reporting person?

The Form 4 lists multiple stock options and derivatives, including options with strike prices of $10.09, $7.25, $8.55, $11.40, $2.48 and related share amounts totaling several hundred thousand underlying Class A shares.