UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07 | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. |
Recursion Pharmaceuticals, Inc. (the “Company”) held its 2022 annual meeting of stockholders (“Annual Meeting”) on June 14, 2022. At the Annual Meeting, the holders of 118,818,276 shares of the Company’s Class A common stock (“Class A Common Stock”) and 8,269,209 shares of the Company’s Class B common stock (“Class B Common Stock”) were present virtually or by proxy, representing an aggregate of approximately 81.88% of the combined voting power of all issued and outstanding shares of Class A Common Stock and Class B Common Stock entitled to vote at the Annual Meeting, which constituted a quorum for the transaction of business. In deciding on the proposals at the Annual Meeting, the holders of the Class A Common Stock were entitled to one vote for each share held as of the close of business on April 18, 2022 (the “Record Date”) and the holders of the Class B Common Stock were entitled to 10 votes for each share held as of the close of business on the Record Date. The Class A Common Stock and Class B Common Stock voted as a single class on all matters.
At the Annual Meeting, the Company’s stockholders voted on the following two proposals, each of which is described in more detail in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 28, 2022:
| 1. | The stockholders elected as Class I directors the three individuals listed below to serve until the Company’s 2025 annual meeting of stockholders, or until their respective successors are duly elected and qualified. The voting results were as follows: |
| Name |
Votes For | Withheld | Broker Non-Votes | |||
| Zachary Bogue, J.D. |
155,532,902 | 9,276,806 | 36,700,658 | |||
| Zavain Dar |
149,499,724 | 15,309,984 | 36,700,658 | |||
| Robert Hershberg, M.D., Ph.D. |
145,878,263 | 18,931,445 | 36,700,658 |
| 2. | The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022. The voting results were as follows: |
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 201,362,410 |
112,434 | 35,522 | — |
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.
| RECURSION PHARMACEUTICALS, INC. | ||||||
| Date: June 16, 2022 |
By: | /s/ Christopher Gibson | ||||
| Name: Christopher Gibson | ||||||
| Title: Chief Executive Officer | ||||||