TEM Form 144: Proposed sale of Class A shares

TEM submitted a Form 144 notice proposing sales of Class A Common Stock.

Rhea-AI Filing Summary

TEM submitted a Form 144 notice proposing sales of Class A Common Stock. The filing lists proposed dispositions tied to Restricted Stock Units dated 10/23/2025 (7 shares) and 04/22/2026 (1,573 shares). The filing shows exchange listing NASDAQ and a filing-related date of 05/19/2026.

Insights

Securities Counsel

Form 144 lists proposed RSU-derived sales; routine regulatory notice.

The filing lists proposed dispositions of Class A Common Stock tied to Restricted Stock Units dated 10/23/2025 (7 shares) and 04/22/2026 (1,573 shares). This is a notice of proposed sale under resale rules rather than a completed trade.

Timing and exact sale mechanics are not detailed in the excerpt; subsequent broker reports or Form 4/5 filings would show settlement or actual sales.

Key Figures

Proposed RSU-derived shares (10/23/2025): 7 shares Proposed RSU-derived shares (04/22/2026): 1,573 shares Form 144 related date: 05/19/2026

3 metrics

Proposed RSU-derived shares (10/23/2025) 7 shares Restricted Stock Units dated 10/23/2025

Proposed RSU-derived shares (04/22/2026) 1,573 shares Restricted Stock Units dated 04/22/2026

Form 144 related date 05/19/2026 filing-related date shown in excerpt

Key Terms

Restricted Stock Units, Form 144, Class A Common Stock

3 terms

Restricted Stock Units financial

"Class A Common Stock | 10/23/2025 | Restricted Stock Units"

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.

Form 144 regulatory

"CONTENT METADATA: "form_type": "144""

Form 144 is a document that investors must file with the government when they plan to sell a large number of shares of a company's stock. It helps ensure transparency so everyone knows how many shares are being sold and when, which can impact the stock's price.

Class A Common Stock financial

"144: Securities To Be Sold Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does TEM's Form 144 disclose?

The Form 144 discloses proposed sales of Class A Common Stock. It lists dispositions tied to RSUs dated 10/23/2025 (7 shares) and 04/22/2026 (1,573 shares), and references NASDAQ with a filing date of 05/19/2026.

Do the listed RSU dates mean shares were sold on those dates?

No; the RSU dates indicate grant or vesting dates for the Restricted Stock Units. The Form 144 lists proposed dispositions rather than confirming completed sales; settlement details are not provided in the excerpt.

Who is identified as the broker or recipient in the filing?

The excerpt names Morgan Stanley Smith Barney LLC at 1 New York Plaza, 8th Floor, New York, NY. The filing lists that broker in the securities-to-be-sold section but does not detail cash-flow treatment in the provided excerpt.

Will this Form 144 change TEM's share count or outstanding shares?

This notice itself does not change share counts; it reports proposed resale of RSU-derived shares. The excerpt does not provide post-sale outstanding share figures or dilution calculations.

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

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Accepted by SEC EDGAR 05/20/2026 - 05:09 PM EDT 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	0002113721
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	Thomas Edward Schoenherr
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	1580	68919.60	174520978	05/19/2026	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	10/23/2025	Restricted Stock Units	Issuer			7	10/23/2025	N/A
Class A Common Stock	04/22/2026	Restricted Stock Units	Issuer			1573	04/22/2026	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	05/20/2026
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/ Thomas Edward Schoenherr
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)