SEC FORM 3
SEC Form 3
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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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| OMB APPROVAL |
| OMB Number: |
3235-0104 |
| Estimated average burden |
| hours per response: |
0.5 |
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1. Name and Address of Reporting Person*
| C/O RECURSION PHARMACEUTICALS |
| 41 S. RIO GRANDE STREET |
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/01/2026
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3. Issuer Name and Ticker or Trading Symbol
RECURSION PHARMACEUTICALS, INC.
[ RXRX ]
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
Director |
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10% Owner |
 |
Officer (give title below) |
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Other (specify below) |
| CSO |
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5. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
 |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Beneficially Owned |
| 1. Title of Security (Instr.
4)
|
2.
Amount of Securities Beneficially Owned (Instr.
4)
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3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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4. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Class A Common Stock |
287,928 |
D |
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| Class A Common Stock |
277,759
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D |
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| Class A Common Stock |
28,454
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D |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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| 1. Title of Derivative Security (Instr.
4)
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2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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6. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Stock Option (Right to Buy) |
|
02/02/2035 |
Class A Common Stock |
70,037 |
7.25 |
D |
|
| Stock Option (Right to Buy) |
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12/18/2034 |
Class A Common Stock |
740,686 |
6.09 |
D |
|
| Stock Option (Right to Buy) |
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03/31/2032 |
Class A Common Stock |
56,531 |
0.01 |
D |
|
| Stock Option (Right to Buy) |
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03/31/2032 |
Class A Common Stock |
75,375 |
0.01 |
D |
|
| Stock Option (Right to Buy) |
04/04/2026
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04/02/2033 |
Class A Common Stock |
80,510 |
0.01 |
D |
|
| Stock Option (Right to Buy) |
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04/02/2033 |
Class A Common Stock |
80,510 |
0.01 |
D |
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| Stock Option (Right to Buy) |
03/15/2025
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04/14/2034 |
Class A Common Stock |
9,241 |
0.01 |
D |
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| Stock Option (Right to Buy) |
04/17/2027
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04/14/2034 |
Class A Common Stock |
150,888 |
0.01 |
D |
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| Stock Option (Right to Buy) |
|
04/14/2034 |
Class A Common Stock |
150,888 |
0.01 |
D |
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| Explanation of Responses: |
| Remarks: |
|
/s/Jonathan Golightly, attorney-in-fact |
01/09/2026 |
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** 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
5
(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. |
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Nathan Hatfield,
Kyle Nelson, and Jonathan Golightly, the undersigned's true and
lawful attorney-in-fact to:
1. execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer and/or director of Recursion Pharmaceuticals,
Inc. (the "Company"), Form ID, Update Passphrase Acknowledgment,
Form 144, Forms 3, 4 and 5 and amendments thereto in accordance
with Section 16(a) of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), and the rules thereunder, and Form
144 and amendments thereto in accordance with Rule 144
promulgated under the Securities Act of 1933, as amended
(the "Securities Act");
2. do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to
complete and execute any such, Form ID, Update Passphrase
"Acknowledgment, Form 144, and Forms 3, 4 and 5 and
amendments thereto and timely file such form with the United
States Securities and Exchange Commission and any stock
exchange or similar authority.
3. serve as the undersigned's "account administrator" pursuant
to the Electronic Data Gathering, Analysis, and Retrieval system
("EDGAR") of the U.S. Securities and Exchange Commission, which
role includes (i) appointing, removing, and replacing account
administrators, technical administrators, account users, and
delegated entities; (ii) maintaining the security of the undersigned's
EDGAR account, including modification of access codes; (iii)
maintaining, modifying, and certifying the accuracy of information
on the undersigned's EDGAR account dashboard; and (iv) taking
any other actions contemplated by Rule 10 of Regulation S-T.
4. take any other action of any type whatsoever in connection with
the foregoing which, in the opinion of such attorney-in-fact, may
be necessary or desirable in connection with the foregoing
authority, it being understood that the documents executed
by such attorney-in-fact on behalf of the undersigned pursuant
to this Power of Attorney shall be in such form and shall contain
such terms and conditions as such attorney-in-fact may approve.
The undersigned hereby ratifies and confirms all that said attorneys
-in-fact, agents, and account administrators shall do or cause to be
done by virtue hereof. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the
request of the undersigned, are not assuming (i) any of the
undersigned's responsibilities to comply with the Securities
Exchange Act of 1934 (as amended) (the "Exchange Act"),
(ii) any liability of the undersigned for failure to comply with such
requirements, or (iii) any obligation or liability of the undersigned
for profit disgorgement under Section 16(b) of the Exchange Act.
This Limited Power of Attorney shall remain in full force and effect
until the earlier to occur of the following: (i) the date on which the
undersigned is no longer required to file Form ID, Update
Passphrase Acknowledgment, Form 144, Forms 3, 4 and 5 and
amendments thereto with respect to the undersigned's holdings
of and transactions in securities issued by Recursion
Pharmaceuticals, Inc.; (ii) the date on which the applicable
account administrator is removed as an account administrator
on the undersigned's EDGAR account; or (iii) the date on which
this Limited Power of Attorney is revoked by the undersigned in
a writing delivered to the applicable foregoing attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this
Power of Attorney to be executed as of 7th of January 2026.
Signature: /s/ David Hallett
David Hallett