Welcome to our dedicated page for Recursion Pharmaceuticals SEC filings (Ticker: RXRX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings page for Recursion Pharmaceuticals, Inc. (NASDAQ: RXRX) provides access to the company’s official regulatory disclosures as a clinical-stage TechBio and biotechnology issuer. These documents offer detailed information about Recursion’s financial condition, governance, capital markets activity and key corporate events related to its Recursion OS platform and drug development programs.
Investors can review current reports on Form 8-K, where Recursion reports material events such as quarterly financial results, leadership transitions, collaboration milestones and equity issuances. Recent 8-K filings describe items including second and third quarter financial results, the appointment of a new Chief Executive Officer and President with the prior CEO becoming Chair of the Board, milestone payments from collaborations, and unregistered sales of equity securities connected to acquisitions and license arrangements.
Through its registration statements and prospectus supplements filed under its automatic shelf registration on Form S-3ASR, Recursion documents offerings and resale registrations for shares issued in connection with agreements such as a master license with Tempus AI, Inc. and a membership interest purchase agreement involving a joint venture for an ENPP1 program. These filings outline the number of shares involved, transaction structure and reliance on exemptions from registration for initial issuances.
Users of this page can also monitor filings related to corporate governance and stockholder matters, such as annual meeting results and advisory votes, as well as information about independent auditor ratification. Together with annual reports on Form 10-K and quarterly reports on Form 10-Q, which are accessible through EDGAR, these filings form a comprehensive record of RXRX’s regulatory history.
Stock Titan enhances this information by pairing real-time EDGAR updates with AI-powered summaries that explain the significance of key filings. This helps readers quickly interpret lengthy documents such as 10-K and 10-Q reports, understand the implications of Form 8-K disclosures, and track any insider-related or equity issuance activity that may be relevant when evaluating Recursion Pharmaceuticals.
Recursion Pharmaceuticals (RXRX) has filed a Rule 424(b)(7) prospectus supplement to register the potential resale of up to 1,457,952 newly issued Class A shares that were provided to Rallybio IPB, LLC on 8 July 2025 as partial consideration for acquiring the remaining 50% membership interest in RE Ventures I, LLC (the ENPP1 joint venture). The equity portion was valued at $7.5 million, determined by a VWAP of $5.1442 over the seven trading days ended 7 July 2025. Post-transaction, the ENPP1 JV becomes an indirect wholly owned subsidiary of Recursion, consolidating control of a program targeting ENPP1.
The filing is solely for secondary sales by the selling stockholder; RXRX will not receive proceeds unless those sales exceed $7.5 million, in which case the excess is payable to Recursion. Conversely, if sales net less than $7.5 million (allowing up to $350k in seller expenses), RXRX must make up the shortfall in cash. Future milestone achievement could trigger up to $12.5 million in additional consideration, payable in shares (priced on a future VWAP basis) or cash, but total share issuance is capped at 19.9% of outstanding capital at the relevant measurement date.
The registered shares equate to ≈0.34% dilution relative to 432.1 million total shares outstanding (Class A plus Class B). The prospectus outlines customary resale mechanics, potential hedging transactions, and standard Regulation M limitations; no new capital is being raised by the company. Investors should monitor (1) dilution or cash uses tied to potential ENPP1 milestones, (2) the JV program’s clinical progress, and (3) market impact of any block sales by Rallybio.
Recursion Pharmaceuticals (RXRX) director Blake Borgeson received new equity compensation grants on June 18, 2025. The insider was awarded:
- 22,016 restricted stock units (RSUs) that will vest on the earlier of June 18, 2026, or the day before the 2026 Annual Meeting
- 44,031 stock options with an exercise price of $5.11, exercisable under the same vesting schedule as the RSUs
Following these transactions, Borgeson directly owns 7,089,863 shares of Class A Common Stock plus the newly granted options. The equity grants were made automatically pursuant to the company's Outside Director Compensation Policy. All awards are subject to continued service requirements. The filing was submitted by Jonathan Golightly as attorney-in-fact on June 23, 2025.
Recursion Pharmaceuticals (RXRX) director Franziska Michor received new equity compensation on June 18, 2025, consisting of two components:
- 22,016 restricted stock units (RSUs) granted under the Outside Director Compensation Policy, which will vest on the earlier of June 18, 2026, or the day before the 2026 Annual Meeting
- 44,031 stock options with an exercise price of $5.11, exercisable until June 18, 2035, vesting on the same schedule as the RSUs
Following these transactions, Michor directly owns 127,053 shares of Class A Common Stock and 44,031 stock options. Both grants are subject to continued service as a director. This filing represents standard board of director equity compensation and indicates the company's commitment to aligning director interests with shareholders through equity-based compensation.
Recursion Pharmaceuticals (RXRX) Director Robert Hershberg received new equity compensation grants on June 18, 2025. The awards consist of:
- 22,016 restricted stock units (RSUs) that will vest on the earlier of June 18, 2026, or the day before the 2026 Annual Meeting
- Stock options to purchase 44,031 shares at an exercise price of $5.11 per share, vesting on the same schedule as the RSUs
Following these transactions, Hershberg directly owns 73,732 shares of Class A Common Stock and 44,031 stock options. These equity grants were made automatically under the company's Outside Director Compensation Policy and are subject to continued service requirements. The filing indicates standard insider trading reporting compliance under Section 16(a) of the Securities Exchange Act.
Recursion Pharmaceuticals (RXRX) Director Zavain Dar received new equity compensation grants on June 18, 2025, consisting of:
- 22,016 restricted stock units (RSUs) that will vest on the earlier of June 18, 2026, or the day before the 2026 Annual Meeting
- 44,031 stock options with an exercise price of $5.11, exercisable until June 18, 2035, vesting on the same schedule as the RSUs
Following these transactions, Dar directly owns 132,893 shares of Class A Common Stock and 44,031 stock options. Both grants are subject to continued service as a director. These awards were automatically granted according to the company's Outside Director Compensation Policy, representing standard board compensation arrangements.
Recursion Pharmaceuticals director Namandje Bumpus received new equity compensation grants on June 18, 2025, consisting of:
- 11,008 restricted stock units (RSUs) that will vest on the earlier of June 18, 2026, or the day before the 2026 Annual Meeting
- 22,016 stock options with an exercise price of $5.11, exercisable until June 18, 2035, vesting on the same schedule as the RSUs
Following these transactions, Bumpus directly owns 47,557 shares of Class A Common Stock and 22,016 stock options. Both grants are subject to continued service as a director. These equity awards were automatically granted according to the company's Outside Director Compensation Policy, representing standard board compensation rather than open market transactions.
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.
Recursion Pharmaceuticals (RXRX) director Elaine D. Sun received new equity compensation grants on June 18, 2025, consisting of:
- 11,008 restricted stock units (RSUs) that will vest on the earlier of June 18, 2026, or the day before the 2026 Annual Meeting
- 22,016 stock options with an exercise price of $5.11, exercisable until June 18, 2035, vesting on the same schedule as the RSUs
Following these transactions, Sun directly owns 47,557 shares of Class A Common Stock and 22,016 stock options. Both grants are subject to continued service as a director. These equity awards were automatically granted according to the company's Outside Director Compensation Policy, representing standard board compensation arrangements.