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Recursion Board Member Deepens Stake with Major Equity Compensation Package

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Dean Y. Li, Director at Recursion Pharmaceuticals (RXRX), reported significant insider transactions on June 18, 2025:

  • Acquired 22,016 restricted stock units (RSUs) at $0, which vest on June 18, 2026 or before the 2026 Annual Meeting
  • Received 44,031 stock options with exercise price of $5.11, expiring June 18, 2035

Li's total beneficial ownership includes:

  • 1,234,618 shares held directly (including 1,132,815 shares transferred from GRAT)
  • 1,980,029 shares held indirectly through various trusts: - 1,422,048 via Revocable Trust - 136,981 via GRAT - 421,000 via Family Trust

These grants were made automatically under the company's Outside Director Compensation Policy, subject to continued service.

Positive

  • None.

Negative

  • None.
Insider Li Dean Y
Role Director
Type Security Shares Price Value
Grant/Award Stock Option (Right to Buy) 44,031 $0.00 --
Grant/Award Class A Common Stock 22,016 $0.00 --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Stock Option (Right to Buy) — 44,031 shares (Direct); Class A Common Stock — 1,234,618 shares (Direct); 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 18, 2026 or the day prior to the Issuer's 2026 Annual Meeting of Stockholders, subject to the Reporting Person's continued service to the Issuer. Includes 1,132,815 shares of Class A common stock transferred from the Dean Y. Li GRAT on June 10, 2025. The shares subject to this option will vest and become exercisable on the earlier of June 18, 2026 or the date of the Issuer's 2026 Annual Meeting of Stockholders, subject to the Reporting Person's continued service to the Issuer.
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Form 4 Insider Transactions: What Each Field Means →
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 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
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025
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 06/18/2025 A(1) 22,016 A $0 1,234,618(2) D
Class A Common Stock 1,422,048 I By Dean Y. Li Revocable Trust
Class A Common Stock 136,981 I By Dean Y. Li GRAT
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
Stock Option (Right to Buy) $5.11 06/18/2025 A 44,031 (3) 06/18/2035 Class A Common Stock 44,031 $0 44,031 D
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 18, 2026 or the day prior to the Issuer's 2026 Annual Meeting of Stockholders, subject to the Reporting Person's continued service to the Issuer.
2. Includes 1,132,815 shares of Class A common stock transferred from the Dean Y. Li GRAT on June 10, 2025.
3. The shares subject to this option will vest and become exercisable on the earlier of June 18, 2026 or the date of the Issuer's 2026 Annual Meeting of Stockholders, subject to the Reporting Person's continued service to the Issuer.
Remarks:
/s/ Jonathan Golightly, attorney-in-fact 06/23/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

How many RXRX shares did Director Dean Li receive in restricted stock units on June 18, 2025?

Director Dean Li received 22,016 restricted stock units (RSUs) on June 18, 2025. These RSUs will vest on the earlier of June 18, 2026, or the day prior to Recursion Pharmaceuticals' 2026 Annual Meeting of Stockholders, subject to his continued service.

What stock options were granted to Dean Li in RXRX's latest Form 4?

Dean Li was granted stock options to purchase 44,031 shares of RXRX Class A Common Stock at an exercise price of $5.11 per share. The options were granted on June 18, 2025, and will expire on June 18, 2035.

How many RXRX shares does Dean Li own indirectly through trusts?

Dean Li owns RXRX shares indirectly through several trusts: 1,422,048 shares through the Dean Y. Li Revocable Trust, 136,981 shares through the Dean Y. Li GRAT, and 421,000 shares through the Dean Y. Li 2021 Family Trust, totaling 1,980,029 indirect shares.

What is the total direct ownership of RXRX shares by Dean Li after the latest transaction?

Following the reported transactions, Dean Li directly owns 1,234,618 shares of RXRX Class A Common Stock. This includes 1,132,815 shares that were transferred from the Dean Y. Li GRAT on June 10, 2025.

When will Dean Li's new RXRX stock options and RSUs vest?

Both the stock options and restricted stock units will vest on the earlier of June 18, 2026, or the day prior to Recursion Pharmaceuticals' 2026 Annual Meeting of Stockholders, subject to Li's continued service to the company.