CEO Najat Khan's total compensation of $5,349,065 is reasonable for a newly appointed CEO at a $1.8 billion clinical-stage biotech company, and approximately 92% of total CEO pay was delivered as variable or at-risk compensation (annual incentive and long-term equity), well above the 50-60% threshold required by policy. The 2025 annual bonus paid out at 80% of target, reflecting genuine performance discipline rather than automatic full payouts, and the prior Say on Pay vote received 98% support with no structural concerns flagged. While RXRX's stock has significantly underperformed XBI — the SPDR S&P Biotech ETF — over the past three years, the variable pay levels are not clearly above benchmark for the role and company size, and the incentive structure includes meaningful performance conditions and multi-year vesting, so the pay-for-performance alignment check does not trigger a No vote.

PwC has served as Recursion's auditor since May 2024 (approximately 2 years), well below the 25-year tenure threshold. Non-audit fees (audit-related fees of $16,000 plus all other fees of $165,000 = $181,000) represent approximately 5.3% of audit fees ($3,407,000), comfortably below the 50% threshold. PwC is a Big Four firm appropriate for a $1.8 billion market-cap company, and all services were pre-approved by the Audit Committee.