UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 28, 2026
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of principal executive offices) (Zip code)
(385 ) 269 - 0203
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 28, 2026, Christopher Gibson, Ph.D., Chair of the Board of Directors (the “Board”) of Recursion Pharmaceuticals, Inc. (the “Company”) and a member of the Research and Development Committee, Technology Committee, and the Corporate Social Responsibility Committee of the Board, informed the Company that he will not stand for re-election to the Board as a Class II Director at the 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”). Dr. Gibson’s decision to not stand for re-election did not result from any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. Dr. Gibson will continue in his role as Chair of the Board and on the committees to which he was appointed until the expiration of his current term at the 2026 Annual Meeting.
Item 7.01. Regulation FD Disclosure.
On April 30, 2026, the Company issued a press release announcing the Board transition described in Item 5.02. A copy of the press release is attached hereto as Exhibit 99.1.
The information furnished in this Item 7.01 (including Exhibit 99.1), shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number | Description | ||||
| 99.1 | |||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on April 30, 2026.
| RECURSION PHARMACEUTICALS, INC. | ||||||||
| By: | /s/ Nathan Hatfield | |||||||
Nathan Hatfield | ||||||||
| Chief Legal Officer | ||||||||
Exhibit 99.1
Recursion Announces Board Transition
SALT LAKE CITY, Utah, April 30, 2026 — Recursion (NASDAQ: RXRX), a leading clinical-stage TechBio company decoding biology to radically improve lives, today announced that Chris Gibson, Ph.D., will complete his current term through June 2026 and does not intend to seek re-election to the Company’s Board of Directors.
“I greatly appreciated Chris’s partnership during my transition into the CEO role at Recursion and am pleased that he will remain an advisor to the company moving forward,” said Najat Khan, Ph.D., Chief Executive Officer and President of Recursion. “We remain focused on continuity and long-term value creation at Recursion. With a strong foundation and team in place, I’m excited about what we will deliver to shareholders and patients - advancing both our internal and partnered pipeline while translating our AI-powered platform into meaningful therapeutic impact.”
“I’d like to thank Chris for his vision in founding Recursion and for his meaningful contributions to the field,” said Rob Hershberg, M.D., Ph.D., Vice-Chair of the Board and Lead Independent Director. “Chris has played an important role in supporting our evolution over the last several months as an advisor, founder, and leader, and we are deeply grateful for his partnership and guidance.”
“Being a founder of Recursion and participating in building the company with an amazing team has been one of the most rewarding journeys that I could have imagined,” said Chris Gibson, Ph.D., Founder and Chair (advisor) of Recursion. “I look forward to watching Recursion flourish under Najat’s leadership and am excited to continue my connection to the company as a strategic advisor. I am excited about Recursion’s future and, as always, will be cheering for Recursion with a full heart.”
About Recursion
Recursion (NASDAQ: RXRX) is a clinical-stage TechBio company decoding biology to radically improve lives. Recursion is advancing a portfolio of differentiated investigational medicines across its wholly owned and partnered pipeline in oncology, rare disease, neuroscience, immunology, and other therapeutic areas with significant unmet need. Enabling its mission is the Recursion OS, an AI-native, end-to-end drug discovery and development platform integrating biology, chemistry, and clinical development into a unified intelligence system. Powered by proprietary multimodal data, purpose-built AI models, and bilingual teams fluent in both science and AI, the Recursion OS is designed to translate complex science into medicines that matter — faster, better, and at scale — for patients who are waiting.
Recursion (NASDAQ: RXRX) is a clinical-stage TechBio company decoding biology to radically improve lives. Recursion is advancing a portfolio of differentiated investigational medicines across its wholly owned and partnered pipeline in oncology, rare disease, neuroscience, immunology, and other therapeutic areas with significant unmet need. Enabling its mission is the Recursion OS, an AI-native, end-to-end drug discovery and development platform integrating biology, chemistry, and clinical development into a unified intelligence system. Powered by proprietary multimodal data, purpose-built AI models, and bilingual teams fluent in both science and AI, the Recursion OS is designed to translate complex science into medicines that matter — faster, better, and at scale — for patients who are waiting.
Recursion’s platform infrastructure is anchored in Salt Lake City, Utah and Milton Park, Oxfordshire, where its automated biology and chemistry laboratories generate proprietary data at industrial scale. Recursion also maintains offices in New York, Montréal, and London, three global hubs for talent and leadership at the intersection of AI and scientific innovation. Learn more at www.recursion.com, or connect on X and LinkedIn.
Forward-Looking Statements
This press release contains forward-looking statements, including, without limitation, statements regarding Recursion’s future plans, strategy, growth opportunities, leadership, board transition, and ability to advance its mission, platform, pipeline, and partnerships. These forward-looking statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. These and other risks are described in Recursion’s filings with the U.S. Securities and Exchange Commission. Recursion undertakes no obligation to update any forward-looking statements except as required by law.
This press release contains forward-looking statements, including, without limitation, statements regarding Recursion’s future plans, strategy, growth opportunities, leadership, board transition, and ability to advance its mission, platform, pipeline, and partnerships. These forward-looking statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. These and other risks are described in Recursion’s filings with the U.S. Securities and Exchange Commission. Recursion undertakes no obligation to update any forward-looking statements except as required by law.