Recursion CEO has shares withheld for taxes

RECURSION PHARMACEUTICALS, INC.

Rhea-AI Filing Summary

RECURSION PHARMACEUTICALS, INC. CEO and President Najat Khan reported a routine tax-related share disposition. On this Form 4, 62,701 shares of Class A Common Stock were withheld at $3.04 per share to satisfy tax withholding and remittance obligations tied to the net settlement of restricted stock units, rather than being sold on the open market. Following this withholding, Khan directly holds 2,199,384 shares of Class A Common Stock.

Insider Trade Summary

Exercise Price or Tax Liability: 62,701 shares

Exercise Price or Tax Liability 1 txn

Insider Khan Najat

Role CEO and President

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Class A Common Stock	62,701	$3.04	$191K

Holdings After Transaction: Class A Common Stock — 2,199,384 shares (Direct)

Footnotes (1)

1. F1. Represents shares that have been withheld by the Issuer to satisfy its tax withholding and remittance obligations in connection with the net settlement of restricted stock units.

Key Figures

Tax-withheld shares: 62,701 shares Withholding price: $3.04 per share Post-transaction holdings: 2,199,384 shares

3 metrics

Tax-withheld shares 62,701 shares Shares withheld to satisfy tax obligations on RSU net settlement

Withholding price $3.04 per share Value used for 62,701 tax-withheld Class A shares

Post-transaction holdings 2,199,384 shares Class A Common Stock directly held by Najat Khan after withholding

Key Terms

restricted stock units, net settlement, tax withholding and remittance obligations, Class A Common Stock, +1 more

5 terms

restricted stock units financial

"in connection with the net settlement of restricted stock units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

net settlement financial

"in connection with the net settlement of restricted stock units."

tax withholding and remittance obligations financial

"withheld by the Issuer to satisfy its tax withholding and remittance obligations"

Class A Common Stock financial

"security_title": "Class A Common Stock""

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did RXRX CEO Najat Khan report on this Form 4?

Najat Khan reported a tax-related disposition where 62,701 Class A shares were withheld. These shares covered tax obligations from net-settled restricted stock units, rather than being sold on the open market, and reflect a routine compensation-related event.

How many RXRX shares were withheld for Najat Khan’s tax obligations?

A total of 62,701 Class A Common Stock shares were withheld at $3.04 each. The issuer used these shares to satisfy its tax withholding and remittance obligations connected to the net settlement of restricted stock units awarded to Khan.

Did Najat Khan sell RXRX shares in the open market in this filing?

No open-market sale occurred in this filing. The 62,701 shares reflect tax withholding by the issuer to cover obligations on restricted stock units, a standard administrative step, rather than discretionary buying or selling by Khan in the market.

How many RXRX shares does Najat Khan hold after this tax withholding event?

After the tax withholding, Najat Khan directly holds 2,199,384 Class A Common Stock shares. This post-transaction balance shows that the withheld shares were a small portion of her overall holdings and were related to compensation, not portfolio reduction.

What does the F transaction code mean in this RXRX Form 4?

The F transaction code indicates shares were disposed of to pay tax obligations or exercise costs. Here, it shows 62,701 shares were withheld by the issuer to satisfy tax withholding and remittance obligations linked to the settlement of restricted stock units.

What role did restricted stock units play in this RXRX insider transaction?

The shares were withheld in connection with the net settlement of restricted stock units. When these units vested, the issuer retained 62,701 shares to meet tax obligations, allowing Khan to receive the remaining shares without making a separate cash tax payment.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/19/2026 - 05:54 PM EDT Learn about SEC filing dates

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Khan Najat

(Last) (First) (Middle)

41 S. RIO GRANDE STREET

(Street)

SALT LAKE CITY UTAH 84101

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	CEO and President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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

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

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

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	05/15/2026		F(1)		62,701	D	$3.04	2,199,384	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

Explanation of Responses:

1. Represents shares that have been withheld by the Issuer to satisfy its tax withholding and remittance obligations in connection with the net settlement of restricted stock units.

Remarks:

	/s/ Kyle Nelson, attorney-in-fact	03/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)