Tempus AI (NASDAQ: TEM) officer's $318,877 stock sale set to cover taxes

Rhea-AI Filing Summary

Tempus AI, Inc. (TEM) filed a notice that officer Ryan M. Bartolucci plans to sell Class A common stock under Rule 144 through Morgan Stanley Smith Barney LLC. The notice covers up to 6,175 shares, with an aggregate market value of $318,877, for potential sales on or after August 18, 2026 on NASDAQ.

The shares relate to equity awards granted as Restricted Stock Units and Performance Stock Units between 2022 and 2025. The company states these sales are mandated by its equity incentive plan to satisfy tax withholding obligations via sell-to-cover transactions and do not represent discretionary trades by Bartolucci.

Key Figures

Shares to be sold: 6,175 shares Aggregate market value: $318,877 CUSIP: 175390967 +3 more

6 metrics

Shares to be sold 6,175 shares Class A common stock covered by the Rule 144 notice

Aggregate market value $318,877 Aggregate market value of the 6,175 shares subject to the notice

CUSIP 175390967 CUSIP associated with Tempus AI Class A common stock in the notice

RSU grant shares 04/27/2022 347 shares Shares underlying Restricted Stock Units granted on April 27, 2022

RSU grant shares 04/18/2023 347 shares Shares underlying Restricted Stock Units granted on April 18, 2023

PSU grant shares 08/07/2025 4,614 shares Shares underlying Performance Stock Units granted on August 7, 2025

Key Terms

Rule 144, Restricted Stock Units, Performance Stock Units, sell to cover transactions

4 terms

Rule 144 regulatory

"See the definition of "person" in paragraph (a) of Rule 144."

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

Restricted Stock Units financial

"Class A Common Stock | 04/27/2022 | Restricted Stock Units | Issuer"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Performance Stock Units financial

"Class A Common Stock | 08/07/2025 | Performance Stock Units | Issuer"

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

sell to cover transactions financial

"tax withholding obligation to be funded by sell to cover transactions"

FAQ

What does Tempus AI (TEM) disclose in Ryan Bartolucci’s Form 144 filing?

Tempus AI discloses that officer Ryan M. Bartolucci may sell up to 6,175 shares of Class A common stock under Rule 144. The sales are tied to equity awards and are intended to cover tax withholding obligations under the company’s equity incentive plan.

How many Tempus AI (TEM) shares are covered by this Form 144 notice?

The notice covers up to 6,175 shares of Tempus AI Class A common stock. The filing lists an aggregate market value of approximately $318,877, with potential sales beginning on or after August 18, 2026 through Morgan Stanley Smith Barney LLC.

Are the planned TEM stock sales by Ryan Bartolucci discretionary trades?

No. The company states the reported sales are mandated by Tempus AI’s equity incentive plan. They are structured as sell-to-cover transactions to fund required tax withholding, and are not described as discretionary trades by Bartolucci.

What types of Tempus AI (TEM) equity awards underlie the Form 144 shares?

The shares relate to Restricted Stock Units and Performance Stock Units granted between 2022 and 2025. Individual grants include RSUs from April 2022, April 2023, May 2024, November 2024, April 2025 and PSUs from August 2025 with specified share amounts.

Which broker is involved in the potential Tempus AI (TEM) Rule 144 sales?

The planned Rule 144 sales would be executed through Morgan Stanley Smith Barney LLC Executive Financial Services. The filing identifies the broker’s New York office and notes that Tempus AI’s Class A common stock is traded on NASDAQ.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/19/2026 - 05:00 PM Accepted by SEC EDGAR 08/19/2026 - 04:59 PM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001754464
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	TEMPUS AI, INC.
SEC File Number	001-42130
Address of Issuer	600 WEST CHICAGO AVENUE, SUITE 510 CHICAGO ILLINOIS 60654
Phone	800-976-5448
Name of Person for Whose Account the Securities are To Be Sold	Ryan M. Bartolucci
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Officer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Common Stock	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza, 8th Floor New York NY 10004	6175	318877	175390967	08/18/2026	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Common Stock	04/27/2022	Restricted Stock Units	Issuer			347	04/27/2022	N/A
Class A Common Stock	04/18/2023	Restricted Stock Units	Issuer			347	04/18/2023	N/A
Class A Common Stock	05/02/2024	Restricted Stock Units	Issuer			385	05/02/2024	N/A
Class A Common Stock	11/01/2024	Restricted Stock Units	Issuer			289	11/01/2024	N/A
Class A Common Stock	04/29/2025	Restricted Stock Units	Issuer			193	04/29/2025	N/A
Class A Common Stock	08/07/2025	Performance Stock Units	Issuer			4614	08/07/2025	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks	The sales reported on this Form 144 are mandated by the Issuer's election under its equity incentive plan to require the satisfaction of a tax withholding obligation to be funded by sell to cover transactions and do not represent discretionary trades by the reporting person.
Date of Notice	08/19/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Ryan M Bartolucci
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)