Ben R. Taylor - 20 Nov 2024 Form 3 Insider Report for RECURSION PHARMACEUTICALS, INC. (RXRX)

Role
Chief Financial Officer
Signature
/s/ Jonathan Golightly, attorney-in-fact
Issuer symbol
RXRX
Transactions as of
20 Nov 2024
Net transactions value
$0
Form type
3
Filing time
02 Dec 2024, 19:02:36 UTC
Next filing
18 Dec 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding RXRX Class A Common Stock 61,870 20 Nov 2024 Direct
holding RXRX Class A Common Stock 75,375 20 Nov 2024 Direct F1
holding RXRX Class A Common Stock 21,199 20 Nov 2024 Direct F2
holding RXRX Class A Common Stock 102,186 20 Nov 2024 Direct F3
holding RXRX Class A Common Stock 63,867 20 Nov 2024 Direct F4
holding RXRX Class A Common Stock 71,294 20 Nov 2024 Direct F5
holding RXRX Class A Common Stock 81,479 20 Nov 2024 Direct F6
holding RXRX Class A Common Stock 4,830 20 Nov 2024 Direct F7
holding RXRX Class A Common Stock 14,492 20 Nov 2024 Direct F8

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding RXRX Stock Option (Right to Buy) 20 Nov 2024 Class A Common Stock 289,837 $0.0400 Direct F9
holding RXRX Stock Option (Right to Buy) 20 Nov 2024 Class A Common Stock 92,748 $0.0600 Direct F10
holding RXRX Stock Option (Right to Buy) 20 Nov 2024 Class A Common Stock 81,154 $0.1400 Direct F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents restricted stock units ("RSUs") exchanged in connection with the acquisition of the entire issued and to be issued share capital of Exscientia plc ("Exscientia") by Recursion Pharmaceuticals, Inc. ("Recursion") on November 20, 2024 (the "Transaction"), each RSU representing the right to receive one share of Class A common stock of Recursion. The RSUs vest on April 1, 2025, subject to the Recipient continuing to be a service provider through the applicable vesting date.
F2 Represents RSUs exchanged in connection with the Transaction, each RSU representing the right to receive one share of Class A common stock of Recursion. The RSUs vest on in equal quarterly installments beginning December 15, 2024 through March 15, 2026, subject to the Recipient continuing to be a service provider through the applicable vesting date.
F3 Represents RSUs exchanged in connection with the Transaction, each RSU representing the right to receive one share of Class A common stock of Recursion. The RSUs vest on April 4, 2026, subject to the Recipient continuing to be a service provider through the applicable vesting date.
F4 Represents RSUs exchanged in connection with the Transaction, each RSU representing the right to receive one share of Class A common stock of Recursion. The RSUs vest in equal quarterly installments beginning December 15, 2024 through March 15, 2027, subject to the Recipient continuing to be a service provider through the applicable vesting date.
F5 Represents RSUs exchanged in connection with the Transaction, each RSU representing the right to receive one share of Class A common stock of Recursion. The RSUs vest in equal quarterly installments beginning December 15, 2024 through March 15, 2028, subject to the Recipient continuing to be a service provider through the applicable vesting date.
F6 Represents RSUs exchanged in connection with the Transaction, each RSU representing the right to receive one share of Class A common stock of Recursion. The RSUs vest on April 17, 2027, subject to the Recipient continuing to be a service provider through the applicable vesting date.
F7 Represents RSUs exchanged in connection with the Transaction, each RSU representing the right to receive one share of Class A common stock of Recursion. The RSUs vest on November 20, 2025, subject to the Recipient continuing to be a service provider through the applicable vesting date.
F8 Represents shares of Class A common stock of Recursion issuable in connection with RSUs of Exscientia that were cancelled and exchanged for the right to receive shares of Class A common stock of Recursion in connection with the Transaction. Such shares are issuable net of shares withheld for applicable taxes. The number of shares of Class A common stock of Recursion withheld for taxes will be reported on a Form 4 following the issuance of these shares.
F9 Received in substitution for a share option to acquire 375,000 ordinary shares of Exscientia in connection with the Transaction. Twenty-five percent of the shares subject to the award vest and become exercisable on November 17, 2021, and the remaining shares subject to the award vest and become exercisable in annual installments thereafter, subject to Mr. Taylor's continued service through each vesting date.
F10 Received in substitution for a share option to acquire 120,000 ordinary shares of Exscientia for $0.0452 per share in connection with the Transaction Twenty-five percent of the shares subject to the award vest and become exercisable on April 3, 2022, and the remaining shares subject to the award vest and become exercisable in quarterly installments thereafter, subject to Mr. Taylor's continued service through each vesting date.
F11 Received in substitution for a share option to acquire 105,000 ordinary shares of Exscientia for $0.101 per share in connection with the Transaction Twenty-five percent of the shares subject to the award vest and become exercisable on July 1, 2022, and the remaining shares subject to the award vest and become exercisable in quarterly installments thereafter, subject to Mr. Taylor's continued service through each vesting date.

Remarks:

Exhibit 24 - Power of Attorney