Recursion Pharmaceuticals Form 3 / Diversified Global Holding PJSC Mamoura ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Mubadala Investment Co PJSC

(Last)

(First)

(Middle)

P.O. BOX 45005

(Street)

ABU DHABI

00000

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/15/2021

3. Issuer Name and Ticker or Trading Symbol
RECURSION PHARMACEUTICALS, INC. [ RXRX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series B Convertible Preferred Stock	⁽⁵⁾	⁽⁵⁾	Class A Common Stock	3,578,653⁽⁵⁾	⁽⁵⁾	I	See Explanation of Responses⁽¹⁾⁽³⁾⁽⁴⁾
Series C Convertible Preferred Stock	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	2,738,824⁽⁶⁾	⁽⁶⁾	I	See Explanation of Responses⁽¹⁾⁽³⁾⁽⁴⁾
Series D Convertible Preferred Stock	⁽⁷⁾	⁽⁷⁾	Class A Common Stock	745,392⁽⁷⁾	⁽⁷⁾	I	See Explanation of Responses⁽¹⁾⁽³⁾⁽⁴⁾
Series D Convertible Preferred Stock	⁽⁷⁾	⁽⁷⁾	Class A Common Stock	5,963,140⁽⁷⁾	⁽⁷⁾	I	See Explanation of Responses⁽²⁾⁽³⁾⁽⁴⁾

1. Name and Address of Reporting Person^*

Mubadala Investment Co PJSC

(Last)

(First)

(Middle)

P.O. BOX 45005

(Street)

ABU DHABI

00000

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Mamoura Diversified Global Holding PJSC

(Last)

(First)

(Middle)

P. O. BOX 45005

(Street)

ABU DHABI

UAE

(City)

(State)

(Zip)

Explanation of Responses:

1. MDC Capital Partners (Ventures) GP, LP is the general partner of MDC Capital Partners (Ventures), LP, which directly holds 3,578,653 shares of Series B Convertible Preferred Stock ("Series B Shares"), 2,307,475 shares of Series C Convertible Preferred Stock ("Series C Shares") and 745,392 shares of Series D Convertible Preferred Stock ("Series D 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.

2. Thirty Fifth Investment Company LLC, which is a wholly owned subsidiary of Mamoura Diversified Global Holdings PJSC, which is a wholly owned subsidiary of Mubadala Investment Company PJSC, which is wholly owned by the Government of the Emirate of Abu Dhabi, directly holds 5,963,140 Series D Shares.

3. 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.

4. 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.

5. The Series B Shares are convertible into Class A Shares on a 1-for-1 basis at the option of the holder and will automatically convert upon the closing of the initial public offering of Recursion Pharmaceuticals, Inc. (the "Issuer").

6. The Series C Shares are convertible into Class A Shares on a 1-for-1.1869 basis at the option of the holder and will automatically convert upon the closing of the initial public offering of the Issuer.

7. The Series D Shares are convertible into Class A Shares on a 1-for-1 basis at the option of the holder and will automatically convert upon the closing of the initial public offering of the Issuer.

Remarks:

8. The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act.

	/s/ Samer Halawa, Chief Legal Officer, Mubadala Investment Company PJSC (8)	04/15/2021
	/s/ Samer Halawa, Chief Legal Officer, Mamoura Diversified Global Holdings PJSC (8)	04/15/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Recursion Pharmaceuticals (RXRX) Form 3RECURSION PHARMACEUTICALS / Diversified Global Holding PJSC Mamoura ownership change