Red Sky Ventures LLC - Jun 17, 2024 Form 4 Insider Report for Tempus AI, Inc. (TEM)

Role
10%+ Owner
Signature
Red Sky Ventures LLC, By: /s/ Kimberly J. Keywell, President
Stock symbol
TEM
Transactions as of
Jun 17, 2024
Transactions value $
$0
Form type
4
Date filed
6/25/2024, 10:07 AM
Previous filing
Jun 25, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TEM Class A Common Stock Conversion of derivative security +2.17M +15.08% 16.6M Jun 17, 2024 Direct F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TEM Series A Preferred Stock Conversion of derivative security $0 -1.11M -100% $0.00* 0 Jun 17, 2024 Class A Common Stock 1.11M Direct F1, F2
transaction TEM Series B-1 Preferred Stock Conversion of derivative security $0 -500K -100% $0.00* 0 Jun 17, 2024 Class A Common Stock 500K Direct F1, F2
transaction TEM Series B-2 Preferred Stock Conversion of derivative security $0 -167K -100% $0.00* 0 Jun 17, 2024 Class A Common Stock 167K Direct F1, F2
transaction TEM Series C Preferred Stock Conversion of derivative security $0 -314K -100% $0.00* 0 Jun 17, 2024 Class A Common Stock 314K Direct F1, F2
transaction TEM Series D Preferred Stock Conversion of derivative security $0 -63.7K -100% $0.00* 0 Jun 17, 2024 Class A Common Stock 63.7K Direct F1, F2
transaction TEM Series G Preferred Stock Conversion of derivative security $0 -15.6K -100% $0.00* 0 Jun 17, 2024 Class A Common Stock 15.6K Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Series A Preferred Stock, Series B-1 Preferred Stock, Series B-2 Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series G Preferred Stock (collectively, the "Preferred Stock") was convertible at any time, at the holder's election, into Class A Common Stock, on a one-for-one basis, had no expiration date and automatically converted into shares of Class A Common Stock upon the closing of the Issuer's initial public offering.
F2 Shares held directly by Red Sky Ventures LLC ("Red Sky"). Kimberly Keywell is the controlling shareholder of Red Sky, may therefore be deemed to have shared voting, investment and dispositive power with respect to the shares held by Red Sky, and disclaims beneficial ownership of such shares except to the extent of her pecuniary interest therein.
F3 This amount includes an additional 15,829 shares acquired by the Reporting Persons on June 17, 2024 in connection with the conversion of the Preferred Stock into Class A Common Stock upon the closing of the Issuer's initial public offering, pursuant to which the Issuer paid accrued and unpaid dividends on such shares of Preferred Stock in shares of Class A Common Stock. The issuance of such shares of Class A Common Stock qualifies for the exemption from Section 16 of the Securities Exchange Act pursuant to Rule 16a-9.