Recursion (NASDAQ: RXRX) CEO uses 14,280 shares to cover RSU taxes

Rhea-AI Filing Summary

Recursion Pharmaceuticals CEO Najat Khan reported a tax-related share disposition. On February 17, 2026, 14,280 shares of Class A common stock at $3.49 per share were withheld by the company to cover tax obligations tied to restricted stock units. After this withholding, Khan directly owned 2,290,383 shares of Class A common stock. This was a tax-withholding transaction, not an open-market buy or sell.

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

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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 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)
	CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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	02/17/2026		F(1)		14,280	D	$3.49	2,290,383	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	02/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did RXRX CEO Najat Khan report?

Najat Khan reported a tax-related share disposition. 14,280 shares of Recursion Pharmaceuticals Class A common stock were withheld by the company to satisfy tax obligations tied to restricted stock units, rather than being sold in the open market.

How many RXRX shares were withheld and at what price?

A total of 14,280 Recursion Pharmaceuticals Class A shares were withheld. The shares were valued at $3.49 per share for this tax-withholding disposition related to the net settlement of restricted stock units granted to the CEO.

Why were Najat Khan’s RXRX shares disposed of in this Form 4?

The disposition reflected shares withheld to cover taxes. Recursion Pharmaceuticals retained 14,280 shares to satisfy its tax withholding and remittance obligations arising from the net settlement of restricted stock units awarded to CEO Najat Khan.

How many RXRX shares does Najat Khan own after this transaction?

After the tax-withholding disposition, Najat Khan directly owned 2,290,383 shares of Recursion Pharmaceuticals Class A common stock. This figure reflects her holdings immediately following the withholding of 14,280 shares to satisfy related tax obligations.

Was this RXRX insider transaction an open-market sale by the CEO?

No, it was not an open-market sale. The 14,280 shares were withheld by Recursion Pharmaceuticals to meet tax withholding and remittance obligations from restricted stock unit settlement, rather than being sold by CEO Najat Khan on the market.

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

Transaction code F indicates a tax-withholding disposition. In this case, shares of Recursion Pharmaceuticals Class A common stock were delivered back to the issuer to satisfy tax liabilities connected with the vesting and net settlement of restricted stock units.