Form 4: Recursion Pharma Director Sells 40,000 Shares

Sentiment:

Insider Transaction Report


Christopher Gibson, a director at Recursion Pharmaceuticals, sold 40,000 shares of Class A Common Stock for $4.47 per share as part of a pre-arranged 10b5-1 trading plan.

Summary

  • Christopher Gibson, a director at Recursion Pharmaceuticals, Inc. (RXRX), reported transactions on January 20, 2026.
  • He acquired 40,000 shares of Class A Common Stock at a price of $0, likely through the conversion of Class B Common Stock.
  • Concurrently, he disposed of 40,000 shares of Class A Common Stock at a price of $4.47 per share.
  • These transactions were executed under a Rule 10b5-1 trading plan adopted on May 12, 2025.
  • Following these transactions, Gibson directly beneficially owns 913,839 shares of Class A Common Stock.
  • He also holds significant derivative securities, including 4,623,334 shares of Class B Common Stock directly, and additional Class B shares indirectly through LAHWRAN-3 LLC (386,000 shares), LAHWRAN-4 LLC (388,000 shares), and the Gibson Family Trust (50,000 shares).
  • Gibson holds various stock options to buy Class A Common Stock with exercise prices ranging from $2.48 to $11.40, with different vesting schedules and expiration dates up to February 3, 2035.

Sentiment

Score: 5

Explanation: The sale of shares by a director, even under a 10b5-1 plan, can be viewed with slight caution by the market. However, the pre-planned nature mitigates immediate negative implications, and the director retains substantial holdings. The sale price of $4.47 is below some option exercise prices, which could be a minor concern.

Positives

  • The sale was executed under a Rule 10b5-1 trading plan, indicating it was pre-scheduled and not necessarily a reaction to recent negative company news.
  • The director retains a substantial beneficial ownership in the company, including over 900,000 Class A shares and millions of convertible Class B shares and stock options.

Negatives

  • A director selling shares, even under a 10b5-1 plan, can sometimes be perceived negatively by the market as it reduces insider ownership.
  • The sale price of $4.47 per share is relatively low compared to some of the option exercise prices, suggesting the stock might be trading below previous highs.

Future Outlook

NA

Industry Context

This Form 4 filing is specific to an insider transaction and does not provide broader industry context or trends for Recursion Pharmaceuticals or the biotechnology sector. Insider sales, even pre-planned, are routinely monitored by investors for sentiment.

Related Party Transactions

  • Christopher Gibson indirectly holds Class B Common Stock through LAHWRAN-3 LLC, LAHWRAN-4 LLC, and the Gibson Family Trust, where he is a member/manager or trustee. These are related party holdings.

Stakeholder Impact

  • Shareholders: The sale of shares by a director could be interpreted as a slight negative signal, though the 10b5-1 plan mitigates this. The director still holds a significant stake, aligning his interests with shareholders.
  • Employees, Customers, Suppliers, Creditors: No direct impact on these stakeholders is indicated by this insider transaction report.

Key Dates

DateDescription
2021-01-31Vesting start date for stock option (originally 1,500,000 shares) with exercise price $2.48.
2022-02-04Vesting date for stock option with exercise price $11.4.
2022-03-01Vesting start date for stock option (originally 416,350 shares) with exercise price $11.4.
2023-03-01Vesting start date for stock option with exercise price $8.55.
2024-03-01Vesting start date for stock option (originally 666,898 shares) with exercise price $10.09.
2025-03-01Vesting start date for stock option with exercise price $7.25.
2025-05-12Date Rule 10b5-1 trading plan was adopted by Christopher Gibson.
2026-01-20Date of reported transactions (acquisition and disposition of Class A Common Stock).
2026-01-22Signature date of the reporting person's attorney-in-fact.
2030-12-30Expiration date for stock option with exercise price $2.48.
2032-02-04Expiration date for stock option with exercise price $11.4.
2033-02-01Expiration date for stock option with exercise price $8.55.
2034-02-09Expiration date for stock option with exercise price $10.09.
2035-02-03Expiration date for stock option with exercise price $7.25.

Recommendation

hold

The filing reports a pre-scheduled insider sale, which is a routine event for directors managing their personal portfolios. While a sale reduces insider ownership, the 10b5-1 plan indicates it's not based on new, non-public information. The director retains substantial holdings, suggesting continued alignment with the company's long-term prospects. Without additional financial or operational context, this Form 4 alone does not warrant a change from a "hold" position, as it doesn't present new fundamental insights into the company's performance or strategic direction.

Keywords

Recursion Pharmaceuticals, RXRX, Insider Trading, Form 4, Stock Sale, Director Transaction, Christopher Gibson, 10b5-1 Plan, Class A Common Stock, Class B Common Stock, Stock Options

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.