Ryan Fukushima - 13 Jun 2024 Form 4 Insider Report for Tempus AI, Inc. (TEM)

Role
Chief Operating Officer
Signature
/s/ Erik Phelps, Attorney-in-Fact
Issuer symbol
TEM
Transactions as of
13 Jun 2024
Net transactions value
-$6,954,409
Form type
4
Filing time
17 Jun 2024, 21:45:19 UTC
Next filing
05 Aug 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TEM Class A Common Stock Award $0 +639,500 $0.000000 639,500 13 Jun 2024 Direct F1
transaction TEM Class A Common Stock Tax liability $6,954,409 -187,957 -29% $37.00* 451,543 14 Jun 2024 Direct F2
transaction TEM Non-Voting Common Stock Conversion of derivative security -725,664 -100% 0 17 Jun 2024 Direct F3
transaction TEM Class A Common Stock Conversion of derivative security +725,664 +161% 1,177,207 17 Jun 2024 Direct F3
transaction TEM Non-Voting Common Stock Conversion of derivative security -131,893 -100% 0 17 Jun 2024 By Ryan Fukushima Irrevocable Family Trust F3
transaction TEM Class A Common Stock Conversion of derivative security +131,893 131,893 17 Jun 2024 By Ryan Fukushima Irrevocable Family Trust F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Consists of previously granted restricted stock units ("RSUs") for which the liquidity event-based condition was satisfied upon the effectiveness of the registration statement on Form S-1 filed by the Issuer in connection with the Issuer's initial public offering. Certain of the RSUs remain subject to service-based vesting conditions, as follows: (i) 656 RSUs vest in three substantially equal quarterly installments commencing on August 1, 2024; (ii) 41,250 RSUs vest in eleven equal quarterly installments commencing on July 1, 2024; (iii) 19,500 RSUs vest in three equal quarterly installments commencing on June 30, 2024; (iv) 20,000 RSUs vest in 16 equal quarterly installments commencing on June 15, 2024; (v) 28,125 RSUs vest in three equal quarterly installments commencing on August 1, 2024; and (vi) 100,000 RSUs vest in eight equal quarterly installments commencing on March 31, 2025.
F2 Represents shares withheld to satisfy withholding tax obligations upon the vesting of restricted stock units.
F3 Each share of Non-Voting Common Stock automatically converted into one share of Class A Common Stock upon the closing of the Issuer's initial public offering of Class A Common Stock.