Form 4: Recursion Pharma CEO Sells Shares, Converts Stock

Sentiment:

Insider Transaction Report


Recursion Pharmaceuticals CEO Christopher Gibson reported the sale of 100,000 Class A shares and conversion of Class B shares, all under a pre-arranged 10b5-1 plan.

Summary

  • Christopher Gibson, Chief Executive Officer and Director of RECURSION PHARMACEUTICALS, INC. (RXRX), reported several transactions on September 10, 2025.
  • These transactions were executed pursuant to a Rule 10b5-1 trading plan adopted on May 12, 2025.
  • Gibson converted 120,000 shares of Class B Common Stock into Class A Common Stock.
  • He subsequently sold 100,000 shares of Class A Common Stock at a price of $4.71 per share.
  • An additional 20,000 shares of Class A Common Stock were disposed of via a bona-fide gift, which involved an automatic conversion from Class B Common Stock.
  • Following these transactions, Gibson directly holds 954,229 shares of Class A Common Stock.
  • He also directly holds 5,253,034 shares of Class B Common Stock, which are convertible into Class A Common Stock on a one-for-one basis.
  • Indirect holdings of Class B Common Stock include 386,000 shares through LAHWRAN-3 LLC, 388,000 shares through LAHWRAN-4 LLC, and 50,000 shares through the Gibson Family Trust, where Gibson serves as a member, manager, or trustee.
  • Gibson holds various stock options to purchase Class A Common Stock with exercise prices ranging from $2.48 to $11.40, and expiration dates between December 30, 2030, and February 3, 2035.

Sentiment

Score: 5

Explanation: The transactions are part of a pre-arranged 10b5-1 plan, which suggests they are not based on new, material non-public information. While insider selling can sometimes be viewed negatively, the planned nature mitigates immediate concerns, leading to a neutral sentiment.

Positives

  • The reported transactions were conducted under a pre-arranged Rule 10b5-1 trading plan, indicating that the sales were scheduled in advance and not based on new, non-public information.

Negatives

  • Insider selling, even if pre-planned, can sometimes be perceived negatively by the market, as it reduces the insider's direct equity stake.
  • The sale price of $4.71 per share is noted.

Future Outlook

This filing is a transactional report and does not contain forward-looking statements or guidance regarding the company's future outlook.

Industry Context

This Form 4 filing is a routine disclosure of insider trading activity specific to Recursion Pharmaceuticals and its CEO. It does not provide broader industry trends or competitive analysis.

Related Party Transactions

  • Disposal of 20,000 Class A Common Stock via a bona-fide gift.
  • Indirect beneficial ownership of Class B Common Stock through LAHWRAN-3 LLC, LAHWRAN-4 LLC, and the Gibson Family Trust, where the reporting person is a member, manager, or trustee.

Stakeholder Impact

  • Shareholders may note the reduction in direct equity holdings by the CEO, though the pre-planned nature of the sale lessens the immediate negative implication.
  • The gift transaction represents a transfer of wealth from the reporting person.

Key Dates

DateDescription
01/31/2021Start of vesting for 282,500 stock options (originally 1,500,000 shares) at $2.48, vesting 1/48th monthly.
03/01/2022Start of vesting for 399,002 stock options (originally 416,350 shares) at $11.4, vesting 1/48th monthly.
03/01/2023Start of vesting for 813,600 stock options at $8.55, vesting 1/48th monthly.
03/01/2024Start of vesting for 666,898 stock options at $10.09, vesting 1/48th monthly.
05/12/2025Date Rule 10b5-1 trading plan was adopted by the Reporting Person.
03/01/2025Start of vesting for 1,050,567 stock options at $7.25, vesting 1/48th monthly.
09/10/2025Date of reported stock transactions (conversion, sale, gift).
09/12/2025Date the Form 4 was signed by the attorney-in-fact.
12/30/2030Expiration date for 282,500 stock options with an exercise price of $2.48.
02/04/2032Expiration date for 399,002 and 5,436 stock options with an exercise price of $11.4.
02/01/2033Expiration date for 813,600 stock options with an exercise price of $8.55.
02/09/2034Expiration date for 666,898 stock options with an exercise price of $10.09.
02/03/2035Expiration date for 1,050,567 stock options with an exercise price of $7.25.

Recommendation

hold

The reported transactions are routine for an insider with a pre-arranged 10b5-1 trading plan. While a sale by a CEO is always noted, the planned nature suggests it is for personal financial management rather than a signal about the company's immediate prospects. Investors should monitor future filings and company performance, but this specific Form 4 does not provide a strong signal for a buy or sell action.

Keywords

Recursion Pharmaceuticals, RXRX, Insider Trading, Form 4, Stock Sale, CEO, Christopher Gibson, 10b5-1 Plan, Biotechnology, Pharmaceutical, Equity Transaction, Share Disposal, Corporate Governance

Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.