Recursion (NASDAQ: RXRX) CSO reports RSU share grants and tax withholding

Rhea-AI Filing Summary

Recursion Pharmaceuticals Chief Scientific Officer David Hallett reported equity compensation transactions in Class A common stock. On February 6, 2026, he acquired 502,064 shares at $0 per share from a restricted stock unit (RSU) grant that vests in sixteenth installments starting May 15, 2026 and every three months thereafter. He also acquired 24,254 shares at $0 per share from an RSU that vested immediately on the grant date. On the same day, 11,400 shares were withheld at $3.98 per share to cover tax obligations related to RSU settlement. After these transactions, Hallett directly owned 1,109,059 Class A shares.

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^*

Hallett David

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

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	02/06/2026		A(1)		502,064	A	$0	1,096,205	D
Class A Common Stock	02/06/2026		A(2)		24,254	A	$0	1,120,459	D
Class A Common Stock	02/06/2026		F(3)		11,400	D	$3.98	1,109,059	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. This RSU vests as to one one-sixteenth (1/16th) of the units subject the RSU on May 15, 2026 and every three months thereafter.

2. This RSU vested immediately upon the grant date.

3. 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	02/10/2026
	** 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.

FAQ

What insider transactions did RXRX Chief Scientific Officer David Hallett report?

David Hallett reported RSU-related acquisitions and tax withholding transactions in RXRX Class A shares. He received 502,064 shares and 24,254 shares at $0 per share from RSU grants, and 11,400 shares were withheld at $3.98 per share to satisfy tax obligations.

How many Recursion Pharmaceuticals (RXRX) shares does David Hallett own after these Form 4 transactions?

Following the reported transactions, David Hallett directly owned 1,109,059 shares of Recursion Pharmaceuticals Class A common stock. This balance reflects both RSU share deliveries and the 11,400 shares withheld by the issuer to cover tax withholding obligations on restricted stock unit settlements.

What were the details of the 502,064-share RSU grant to RXRX’s Chief Scientific Officer?

The 502,064-share RSU grant to David Hallett was reported at a price of $0 per share. According to the footnote, one sixteenth of the units will vest on May 15, 2026, with additional vesting every three months thereafter until fully vested.

Which RSUs for Recursion Pharmaceuticals (RXRX) vested immediately for David Hallett?

An RSU award covering 24,254 Class A shares vested immediately for David Hallett on the grant date. These shares were reported as acquired at $0 per share, increasing his direct holdings before accounting for shares withheld for tax obligations on RSU settlement.

Why were 11,400 RXRX shares withheld in David Hallett’s Form 4 filing?

The 11,400 Class A shares shown with transaction code F were withheld by Recursion Pharmaceuticals. The footnote explains they satisfied the company’s tax withholding and remittance obligations in connection with the net settlement of restricted stock units for David Hallett.

Are David Hallett’s RXRX transactions stock purchases or equity compensation events?

The Form 4 shows equity compensation events rather than open-market stock purchases. Shares were delivered from restricted stock units at $0 per share, and a portion, 11,400 shares, was withheld by the issuer to cover associated tax withholding obligations on those RSU settlements.