Recursion (NASDAQ: RXRX) director Dean Y. Li granted 88,424 RSUs, updates holdings

Rhea-AI Filing Summary

Li Dean Y reported acquisition or exercise transactions in this Form 4 filing.

RECURSION PHARMACEUTICALS, INC. director Dean Y. Li reported an equity award and updated holdings in Class A Common Stock. He received a grant of 88,424 restricted stock units, automatically granted under the company’s Outside Director Compensation Policy, at a stated price of $0.00 per share.

The restricted stock units will vest on the earlier of June 17, 2027 or the day prior to the company’s 2027 Annual Meeting of Stockholders, as long as he continues to serve the company. Following this award, Li holds 1,469,582 shares directly, plus indirect holdings through the Dean Y. Li 2021 Family Trust and the Dean Y. Li Revocable Trust.

Insights

Equity compensation analyst

Routine director RSU grant modestly increases an already large stake.

Director Dean Y. Li received 88,424 restricted stock units of Recursion Pharmaceuticals as an automatic grant under the Outside Director Compensation Policy. The grant has a zero-dollar stated price and represents stock-based compensation, not a cash purchase in the market.

The units vest on the earlier of June 17, 2027 or the day before the 2027 Annual Meeting of Stockholders, contingent on continued service. This timing feature aligns his incentives with longer-term governance and performance. No sales are reported in this filing.

After the award, Li’s direct ownership rises to 1,469,582 shares, alongside substantial indirect holdings in two trusts. In the context of this sizeable overall position, the RSU grant appears as a routine governance-related equity award rather than a thesis-changing event.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Li Dean Y

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	88,424	$0.00	--
holding	Class A Common Stock	--	--	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 1,469,582 shares (Direct, null); Class A Common Stock — 1,422,048 shares (Indirect, By Dean Y. Li Revocable Trust)

Footnotes (1)

1. Represents a grant of restricted stock units automatically granted pursuant to the Issuer's Outside Director Compensation Policy. The restricted stock units will vest on the earlier of June 17,2027 or the day prior to the Issuer's 2027 Annual Meeting of Stockholders, subject to the Reporting Person's continued service to the Issuer. Includes 136,981 shares of Class A common stock transferred from the Dean Y. Li GRAT on May 7, 2026.

Key Figures

RSU grant: 88,424 shares RSU grant price: $0.00 per share RSU vesting date: June 17, 2027 +4 more

7 metrics

RSU grant 88,424 shares Restricted stock units granted to director on June 17, 2026

RSU grant price $0.00 per share Stated price for RSU grant

RSU vesting date June 17, 2027 Vests earlier of this date or day before 2027 Annual Meeting

Direct holdings after grant 1,469,582 shares Dean Y. Li direct Class A Common Stock after transaction

2021 Family Trust holdings 421,000 shares Class A Common Stock held by Dean Y. Li 2021 Family Trust

Revocable Trust holdings 1,422,048 shares Class A Common Stock held by Dean Y. Li Revocable Trust

Transferred from GRAT 136,981 shares Shares transferred from Dean Y. Li GRAT on May 7, 2026

Key Terms

restricted stock units, Outside Director Compensation Policy, Annual Meeting of Stockholders, Family Trust, +2 more

6 terms

restricted stock units financial

"Represents a grant of restricted stock units automatically granted pursuant to the Issuer's Outside Director Compensation Policy."

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.

Outside Director Compensation Policy financial

"Represents a grant of restricted stock units automatically granted pursuant to the Issuer's Outside Director Compensation Policy."

Annual Meeting of Stockholders financial

"The restricted stock units will vest on the earlier of June 17,2027 or the day prior to the Issuer's 2027 Annual Meeting of Stockholders."

Family Trust financial

"nature_of_ownership: By Dean Y. Li 2021 Family Trust"

Revocable Trust financial

"nature_of_ownership: By Dean Y. Li Revocable Trust"

A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.

GRAT financial

"Includes 136,981 shares of Class A common stock transferred from the Dean Y. Li GRAT on May 7, 2026."

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/22/2026 - 04:32 PM Accepted by SEC EDGAR 06/22/2026 - 04:32 PM Learn about SEC filing dates

FAQ

What did Dean Y. Li receive in the latest RXRX Form 4 filing?

Director Dean Y. Li received 88,424 restricted stock units of Recursion Pharmaceuticals Class A Common Stock as an automatic equity award under the Outside Director Compensation Policy, with no cash purchase involved and standard vesting conditions tied to continued board service.

When do Dean Y. Li’s new Recursion Pharmaceuticals RSUs vest?

The 88,424 restricted stock units vest on the earlier of June 17, 2027, or the day before Recursion Pharmaceuticals’ 2027 Annual Meeting of Stockholders, provided Dean Y. Li continues serving the company through that vesting date under the policy terms.

How many RXRX shares does Dean Y. Li hold directly after this award?

Following the RSU grant, Dean Y. Li’s direct holdings in Recursion Pharmaceuticals increase to 1,469,582 shares of Class A Common Stock. This total reflects his position after the reported equity award, separate from additional shares held indirectly through family trusts.

What indirect Recursion Pharmaceuticals holdings are reported for Dean Y. Li?

The filing shows indirect ownership through two trusts: 421,000 shares held by the Dean Y. Li 2021 Family Trust and 1,422,048 shares held by the Dean Y. Li Revocable Trust, in addition to his separate direct holdings reported in the same Form 4.

Was there any sale of RXRX shares reported in this Form 4?

No sales were reported. The Form 4 primarily records an acquisition of 88,424 restricted stock units as a director compensation grant, along with holding entries that update the share counts in trusts, without any open-market or other share dispositions disclosed.

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^*

Li Dean Y

(Last) (First) (Middle)

C/O RECURSION PHARMACEUTICALS

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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/17/2026

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	06/17/2026		A(1)		88,424	A	$0	1,469,582(2)	D
Class A Common Stock								1,422,048	I	By Dean Y. Li Revocable Trust
Class A Common Stock								421,000	I	By Dean Y. Li 2021 Family Trust

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 a grant of restricted stock units automatically granted pursuant to the Issuer's Outside Director Compensation Policy. The restricted stock units will vest on the earlier of June 17,2027 or the day prior to the Issuer's 2027 Annual Meeting of Stockholders, subject to the Reporting Person's continued service to the Issuer.

2. Includes 136,981 shares of Class A common stock transferred from the Dean Y. Li GRAT on May 7, 2026.

Remarks:

	/s/ Jonathan Golightly, attorney-in-fact	06/22/2026
	** 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)