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  4. [144] Tempus AI, Inc. SEC Filing

Tempus AI (NASDAQ: TEM) plans 22,148-share sell-to-cover trade in August 2026

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
144

Rhea-AI Filing Summary

Tempus AI, Inc. (TEM) received a Rule 144 notice from officer Andrew Polovin regarding planned sales of Class A common stock. The notice lists 22,148 shares of Class A common stock to be sold through Morgan Stanley Smith Barney LLC Executive Financial Services on or about 08/18/2026.

The securities relate to multiple equity awards from Tempus AI, including restricted stock units granted between 2022 and 2024 and performance stock units granted in 2025, with individual award amounts such as 1,696, 2,883, and 15,358 shares. The filing states that the sales are mandated under the company’s equity incentive plan to satisfy tax withholding obligations via sell-to-cover transactions and do not represent discretionary trades by Polovin.

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Shares to be sold 22,148 shares Class A common stock listed as securities to be sold under Rule 144
Approximate sale date 08/18/2026 Approximate date of sale for the listed Class A common stock
RSU award amount 1,696 shares Restricted Stock Units in Class A common stock granted 04/27/2022
RSU award amount 2,883 shares Restricted Stock Units in Class A common stock granted 07/18/2023
PSU award amount 15,358 shares Performance Stock Units in Class A common stock granted 08/07/2025
Form 144 notice date 08/19/2026 Date on which Andrew Polovin signed the Rule 144 notice
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 financial
"require the satisfaction of a tax withholding obligation to be funded by sell to cover"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
equity incentive plan financial
"mandated by the Issuer's election under its equity incentive plan to require"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

FAQ

What does Tempus AI (TEM) disclose in Andrew Polovin’s Form 144 filing?
Tempus AI (TEM) discloses that officer Andrew Polovin filed a Rule 144 notice to sell 22,148 shares of Class A common stock. These sales are tied to equity awards and are mandated to cover tax withholding obligations rather than being discretionary trades.

How many Tempus AI (TEM) shares are planned for sale under this Form 144?
The notice lists 22,148 shares of Tempus AI Class A common stock as securities to be sold. This amount is associated with various restricted stock unit and performance stock unit awards and is scheduled around an approximate sale date of 08/18/2026 through a designated broker.

Are the planned Tempus AI (TEM) stock sales by Andrew Polovin discretionary?
No, the filing states the sales are mandated by Tempus AI’s equity incentive plan to satisfy tax withholding obligations via sell-to-cover transactions. It explicitly notes they do not represent discretionary trades by officer Andrew Polovin in the open market.

What types of equity awards in TEM are linked to Andrew Polovin’s Form 144 sales?
The planned sales relate to restricted stock units and performance stock units granted by Tempus AI. Individual awards include 1,696 RSU shares (04/27/2022), 2,883 RSU shares (07/18/2023), and 15,358 PSU shares (08/07/2025), among others.

Which broker is handling the Tempus AI (TEM) shares listed in this Form 144?
The shares are to be sold through Morgan Stanley Smith Barney LLC Executive Financial Services. The firm is identified as the broker for the Class A common stock sales, which are intended to fund tax withholding obligations under Tempus AI’s equity incentive plan.

What is the approximate date of sale for the Tempus AI (TEM) shares in this Form 144?
The Form 144 lists an approximate sale date of 08/18/2026 for the Class A common stock. This timing applies to the 22,148 shares covered by the notice, which are associated with equity awards and sell-to-cover tax withholding transactions.

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

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144: Filer Information

144: Issuer Information

144: Securities Information



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


* 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

144: Remarks and Signature

Source: View Original Filing on SEC EDGAR