RXRX Form 4: CFO Ben Taylor Reports 11,908-Share Withholding for Taxes

Rhea-AI Filing Summary

Recursion Pharmaceuticals (RXRX) Form 4: The company's Chief Financial Officer, Ben R. Taylor, reported a transaction dated 08/15/2025 in which 11,908 shares of Class A common stock were disposed of at $5.64 per share. The filing states these shares were withheld by the issuer to satisfy tax withholding obligations related to net settlement of restricted stock units. After the withholding, the reporting person beneficially owned 811,226 shares, held directly. The Form 4 was signed via attorney-in-fact on 08/19/2025.

Positive

• Substantial retained ownership: Reporting person holds 811,226 shares directly after the transaction, indicating continued alignment with shareholders.
• Transaction characterized as tax withholding: The filing explicitly states the shares were withheld to satisfy tax obligations from net-settled RSUs, suggesting an administrative, not discretionary, sale.

Negative

• Disposition of shares: 11,908 shares were disposed of at $5.64 per share, which reduces the reporting person's absolute holdings.
• Insider activity noted: Any insider disposition may attract investor attention even if for tax withholding purposes.

Insights

Securities Analyst

TL;DR Insider tax-withholding resulted in a routine disposal of 11,908 shares; substantial direct ownership remains.

The reported transaction is described as a withholding to satisfy tax obligations from net-settled restricted stock units, which is a common administrative disposition and not an open-market sale. The disposal amount (11,908 shares at $5.64) appears incidental to compensation settlement rather than an intent to liquidate holdings. The reporting person retains sizeable direct ownership (811,226 shares), maintaining alignment with shareholders. No derivative transactions or additional transfers are reported.

Corporate Governance Expert

TL;DR Transaction consistent with standard RSU net-settlement; filing shows continued significant insider ownership.

The explanation explicitly states the shares were withheld to satisfy tax withholding for net-settled RSUs, which typically indicates administrative processing rather than discretionary selling by the officer. The continued direct ownership of 811,226 shares suggests ongoing equity exposure. The Form 4 provides clear, limited detail and includes an attorney-in-fact signature, which is acceptable for filings when executed by a designee.

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

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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^*

Taylor Ben R

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

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	08/15/2025		F(1)		11,908	D	$5.64	811,226	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	08/19/2025
	** 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 did the Recursion (RXRX) Form 4 filed for Ben R. Taylor report?

It reports a disposal of 11,908 shares of Class A common stock on 08/15/2025 at $5.64 per share, withheld to satisfy tax obligations from net-settled RSUs.

How many shares does the reporting person own after the transaction?

The reporting person beneficially owned 811,226 shares directly following the transaction.

Was the share disposition an open-market sale or an administrative withholding?

The filing states the shares were withheld by the issuer to satisfy tax withholding in connection with net settlement of restricted stock units, indicating administrative withholding.

When was the transaction and when was the Form 4 signed?

The transaction date is 08/15/2025, and the Form 4 shows a signature by attorney-in-fact dated 08/19/2025.

Did the Form 4 report any derivative transactions for RXRX?

No. Table II for derivative securities shows no entries; only the non-derivative withholding transaction is reported.