0001387131-21-004685.txt : 20210420 0001387131-21-004685.hdr.sgml : 20210420 20210420170635 ACCESSION NUMBER: 0001387131-21-004685 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210416 FILED AS OF DATE: 20210420 DATE AS OF CHANGE: 20210420 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mamoura Diversified Global Holding PJSC CENTRAL INDEX KEY: 0001419351 STATE OF INCORPORATION: C0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40323 FILM NUMBER: 21838677 BUSINESS ADDRESS: STREET 1: P. O. BOX 45005 CITY: ABU DHABI STATE: C0 ZIP: UAE BUSINESS PHONE: 971.2.616.0099 MAIL ADDRESS: STREET 1: P. O. BOX 45005 CITY: ABU DHABI STATE: C0 ZIP: UAE FORMER NAME: FORMER CONFORMED NAME: MUBADALA DEVELOPMENT CO PJSC DATE OF NAME CHANGE: 20071126 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mubadala Investment Co PJSC CENTRAL INDEX KEY: 0001704268 STATE OF INCORPORATION: C0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40323 FILM NUMBER: 21838678 BUSINESS ADDRESS: STREET 1: P.O. BOX 45005 CITY: ABU DHABI STATE: C0 ZIP: 00000 BUSINESS PHONE: 971-2413-0000 MAIL ADDRESS: STREET 1: P.O. BOX 45005 CITY: ABU DHABI STATE: C0 ZIP: 00000 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RECURSION PHARMACEUTICALS, INC. CENTRAL INDEX KEY: 0001601830 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 464099738 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 41S RIO GRANDE STREET CITY: SALT LAKE CITY STATE: UT ZIP: 84101 BUSINESS PHONE: (385) 269-0203 MAIL ADDRESS: STREET 1: 41S RIO GRANDE STREET CITY: SALT LAKE CITY STATE: UT ZIP: 84101 FORMER COMPANY: FORMER CONFORMED NAME: Recursion Pharmaceuticals, LLC DATE OF NAME CHANGE: 20140305 4 1 rxrx-form4_041621.xml CHANGES IN BENEFICIAL OWNERSHIP X0306 4 2021-04-16 0 0001601830 RECURSION PHARMACEUTICALS, INC. RXRX 0001704268 Mubadala Investment Co PJSC P.O. BOX 45005 ABU DHABI C0 00000 UNITED ARAB EMIRATES 0 0 1 0 0001419351 Mamoura Diversified Global Holding PJSC P. O. BOX 45005 ABU DHABI C0 UAE UNITED ARAB EMIRATES 0 0 1 0 Class A Common Stock 2021-04-20 4 C 0 3578653 A 3578653 I See Explanation of Responses Class A Common Stock 2021-04-20 4 C 0 2738824 A 6317477 I See Explanation of Responses Class A Common Stock 2021-04-20 4 C 0 745392 A 7062869 I See Explanation of Responses Class A Common Stock 2021-04-16 4 P 0 2777777 18 A 2777777 I See Explanation of Responses Class A Common Stock 2021-04-20 4 C 0 5963140 A 8740917 I See Explanation of Responses Series B Convertible Preferred Stock 2021-04-20 4 C 0 3578653 D Class A Common Stock 3578653 0 I See Explanation of Responses Series C Convertible Preferred Stock 2021-04-20 4 C 0 2307475 D Class A Common Stock 2738824 0 I See Explanation of Responses Series D Convertible Preferred Stock 2021-04-20 4 C 0 745392 D Class A Common Stock 745392 0 I See Explanation of Responses Series D Convertible Preferred Stock 2021-04-20 4 C 0 5963140 D Class A Common Stock 5963140 0 I See Explanation of Responses MDC Capital Partners (Ventures) GP, LP is the general partner of MDC Capital Partners (Ventures), LP, which directly holds 7,062,869 shares of Class A Common Stock ("Class A Shares"). MDC Capital Partners (Ventures) GP, LP has created an investment committee comprised of four individual members, which has the authority, by affirmative majority consent, to approve all investment and divestment decisions made with respect to MDC Capital Partners (Ventures), LP. Each of the members of the investment committee expressly disclaims beneficial ownership of the shares held by MDC Capital Partners (Ventures), LP. Consists of (i) 2,777,777 shares held of record by Fifteenth Investment Company LLC and (ii) 5,963,140 shares held of record by Thirty Fifth Investment Company LLC. Both Fifteenth Investment Company LLC and Thirty Fifth Investment Company LLC are wholly owned subsidiaries of Mamoura Diversified Global Holdings PJSC, which is wholly owned by Mubadala Investment Company PJSC, which is wholly owned by the Government of Abu Dhabi. On April 16, 2021, Fifteenth Investment Company LLC acquired 2,777,777 Class A Shares at a price of $18 per share in connection with Recursion Pharmaceutical, Inc.'s (the "Issuer") initial public offering. Because of the relationship among the Reporting Persons, the Reporting Persons may be deemed to own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests. The shares of Series B Convertible Preferred Stock were automatically converted into Class A Shares on a 1-for-1 basis automatically upon the closing of the initial public offering of the Issuer. The shares of Series C Convertible Preferred Stock were automatically converted into Class A Shares on a 1-for-1.1869 basis automatically upon the closing of the initial public offering of the Issuer. The shares of Series D Convertible Preferred Stock were automatically converted into Class A Shares on a 1-for-1 basis automatically upon the closing of the initial public offering of the Issuer. 9. The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. /s/ Samer Halawa, Chief Legal Officer, Mubadala Investment Company PJSC (9) 2021-04-20 /s/ Samer Halawa, Chief Legal Officer, Mamoura Diversified Global Holdings PJSC (9) 2021-04-20