$RXRX · RECURSION PHARMACEUTICALS, INC.

Recursion Pharmaceuticals filed an 8-K disclosing two agreements with Tempus AI. First, an amendment to their 2023 Master Agreement cuts annual license fees from $42M to $14M for years 3-5 (minimum $4M cash per year), extends the term to six years, eliminates Recursion's convenience termination right, and reduces accessible data records. Second, a new TxFM License Agreement grants Tempus a two-year, non-exclusive oncology license to Recursion's RNA foundation model for $12M in two $6M installments, plus de-identified pathology data access for Recursion.

Stock up ~8% in regular trading. The $12M inbound license fee and sharply reduced annual outlays ($14M vs. prior $42M) likely read as cash-preservation wins, though the loss of termination rights and reduced data access temper the upside.

A cash-conscious biotech simultaneously cuts a major cost obligation by two-thirds while generating new IP revenue — but locks itself into a longer, less flexible commitment.

AI-biotech data partnerships are increasingly structured with reciprocal IP licensing; this deal mirrors the industry shift toward monetizing proprietary models rather than pure data consumption.

Recursion surrendered its convenience termination right, locking it into six years of payments regardless of strategic shifts. Reduced data access could constrain the TxFM model's training breadth over time.