Andrew Polovin - 20 May 2025 Form 4 Insider Report for Tempus AI, Inc. (TEM)

Role
EVP and General Counsel
Signature
/s/ Andrew Polovin
Issuer symbol
TEM
Transactions as of
20 May 2025
Net transactions value
-$1,113,385
Form type
4
Filing time
22 May 2025, 20:00:13 UTC
Previous filing
25 Mar 2025
Next filing
18 Jun 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Polovin Andrew EVP and General Counsel C/O TEMPUS AI, INC., 600 WEST CHICAGO AVENUE, SUITE 510, CHICAGO /s/ Andrew Polovin 22 May 2025 0002024169

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TEM Class A Common Stock Sale $618,383 -9,783 -6.3% $63.21 146,646 20 May 2025 Direct F1, F2
transaction TEM Class A Common Stock Sale $892 -14 -0.01% $63.70 146,632 20 May 2025 Direct F1
transaction TEM Class A Common Stock Sale $95,213 -1,531 -1% $62.19 145,101 20 May 2025 Direct F3, F4
transaction TEM Class A Common Stock Sale $366,976 -5,734 -4% $64.00 139,367 20 May 2025 Direct F3, F5
transaction TEM Class A Common Stock Sale $18,711 -290 -0.21% $64.52 139,077 20 May 2025 Direct F3, F6
transaction TEM Class A Common Stock Sale $13,210 -200 -0.14% $66.05 138,877 20 May 2025 Direct F3, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Represents the number of shares required to be sold to cover the statutory tax withholding obligations in connection with the vesting of the restricted stock units. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of minimum statutory tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary sale by the Reporting Person.
F2 The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.675 to $63.64 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2), (4), (5), (6) and (7).
F3 This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 6, 2024.
F4 The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.93 to $62.68 inclusive.
F5 The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.10 to $64.06 inclusive.
F6 The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.16 to $64.95 inclusive.
F7 The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.80 to $66.29 inclusive.