Business Context and Reporting Period
This Form 8-K reports on the 2025 Annual Meeting of Stockholders held by Recursion Pharmaceuticals, Inc. on June 18, 2025. The filing details the outcomes of three proposals submitted to security holders for a vote.
Key Financial Metrics
This filing is a current report regarding corporate governance and does not contain financial statements. Consequently, data regarding revenue, profit, cash flow, margins, debt, and liquidity are not provided in this document.
Material Changes and Voting Results
The following proposals were voted upon at the Annual Meeting:
- Proposal 1 (Election of Directors): Stockholders elected three Class I directors to serve until the 2028 annual meeting.
- Zachary Bogue, J.D.: 242,298,743 votes For; 3,971,237 votes Withheld.
- Zavain Dar: 203,315,209 votes For; 42,954,771 votes Withheld.
- Robert Hershberg, M.D. Ph.D.: 233,487,438 votes For; 12,782,542 votes Withheld.
- Proposal 2 (Executive Compensation): The advisory resolution to approve executive compensation was approved.
- For: 239,911,332
- Against: 3,242,536
- Abstain: 3,116,112
- Proposal 3 (Auditor Ratification): The appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the year ending December 31, 2025, was ratified.
- For: 334,613,329
- Against: 1,968,162
- Abstain: 3,058,267
Guidance, Outlook, and Risks
The filing text does not provide management commentary, financial guidance, outlook, or specific risk factors. It strictly reports the voting results of the Annual Meeting.
Key Facts for Investor Verification
- Verify the definitive Proxy Statement filed on April 28, 2025, for detailed biographies of the elected directors and executive compensation specifics.
- Confirm the total number of shares outstanding and the percentage of votes represented by the "Broker Non-Votes" (93,369,778) to understand the voting power distribution.
- Note that PricewaterhouseCoopers LLP has been ratified as the auditor for the fiscal year ending December 31, 2025.