[144] Tempus AI, Inc. SEC Filing

Rhea-AI Filing Summary

Tempus AI, Inc. (TEM) filing a Form 144 notifies the market of a proposed sale of 17,458 Class A common shares through Morgan Stanley Smith Barney, with an aggregate market value reported as $1,369,580.10 and an approximate sale date of 08/19/2025 on Nasdaq. The shares were acquired as restricted stock units on 06/13/2024. The filing also lists prior sales in the past three months by related parties and individuals, including Eric P. Lefkofsky and entities Blue Media, LLC and Gray Media, LLC, totaling significant share volumes and gross proceeds across dates from 05/20/2025 to 07/28/2025.

Positive

• Sale processed through a regulated broker (Morgan Stanley Smith Barney), indicating orderly execution.
• Shares were acquired as Restricted Stock Units on 06/13/2024, and the filing specifies acquisition details as required by Rule 144.
• Filer attests there is no undisclosed material adverse information about the issuer in connection with the notice.

Negative

• Multiple large recent dispositions by related entities (Blue Media, LLC; Gray Media, LLC) and an individual (Eric P. Lefkofsky) totaling several hundred thousand shares in the past three months.
• Concentration of sales on several dates (e.g., 200,000 and 133,000 share blocks) could increase share supply near-term.

Insights

Securities Analyst

TL;DR: Routine Rule 144 sale by an insider/related parties; prior large dispositions noted but no new financial disclosure.

The Form 144 documents a proposed disposition of 17,458 Class A shares valued at $1,369,580.10 to be effected through Morgan Stanley Smith Barney on Nasdaq, with the shares originally issued as RSUs on 06/13/2024. The filing is procedural under Rule 144 and does not provide operational or financial updates for Tempus AI. Material for investors is the disclosure of multiple recent sales by related entities and an individual, which may affect short-term supply dynamics of the stock but do not, by themselves, disclose company performance or guidance.

Corporate Governance Expert

TL;DR: Compliance-focused disclosure showing insider/affiliate sales; governance process appears followed.

The notice indicates compliance with Rule 144 procedures: the seller represents no undisclosed material adverse information and reports the RSU grant date and broker. The filing names affiliated entities and an individual seller with multiple recent transactions, which is relevant to stakeholder transparency about insider liquidity events. The document does not disclose any governance changes, trading plans, or additional context beyond required reporting.

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

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

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

Relationship to Issuer

Relationship to Issuer

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	17458	1369580.1	168683769	08/19/2025	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	06/13/2024	Restricted Stock Units	Issuer			17458	06/13/2024	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

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Eric P. Lefkofsky c/o Tempus AI, Inc. 600 West Chicago Avenue, Suite 510 Chicago IL 60654	Class A Common Stock	05/20/2025	16752	1058905.19
Blue Media, LLC Care of Tempus AI, Inc 600 West Chicago Avenue, Suite 510 Chicago IL 60654	Class A Common Stock	06/17/2025	200000	14013807.86
Gray Media, LLC Care of Tempus AI, Inc 600 West Chicago Avenue, Suite 510 Chicago IL 60654	Class A Common Stock	06/17/2025	50000	3502784.72
Blue Media, LLC Care of Tempus AI, Inc 600 West Chicago Avenue, Suite 510 Chicago IL 60654	Class A Common Stock	06/20/2025	200000	13882413.24
Gray Media, LLC Care of Tempus AI, Inc 600 West Chicago Avenue, Suite 510 Chicago IL 60654	Class A Common Stock	06/20/2025	50000	3477055.81
Blue Media, LLC Care of Tempus AI, Inc 600 West Chicago Avenue, Suite 510 Chicago IL 60654	Class A Common Stock	07/28/2025	133000	8361449.29
Gray Media, LLC Care of Tempus AI, Inc 600 West Chicago Avenue, Suite 510 Chicago IL 60654	Class A Common Stock	07/28/2025	33250	2090365.49

144: Remarks and Signature

Remarks

Date of Notice

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

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What shares does the Form 144 for Tempus AI (TEM) notify?

The notice covers 17,458 Class A common shares with an aggregate market value of $1,369,580.10, approximate sale date 08/19/2025 on Nasdaq.

How were the shares to be sold by the filer acquired?

The shares were acquired as Restricted Stock Units from the issuer on 06/13/2024.

Who is the broker handling the proposed sale?

The broker listed is Morgan Stanley Smith Barney LLC Executive Financial Services located at 1 New York Plaza, New York, NY.

Are there recent prior sales by related parties disclosed?

Yes. Prior sales from 05/20/2025 to 07/28/2025 include transactions by Eric P. Lefkofsky and affiliated entities Blue Media, LLC and Gray Media, LLC, totaling large share volumes and multi-million-dollar gross proceeds.

Does the filing state any undisclosed material information about Tempus AI?

By signing the notice the seller represents they do not know any material adverse information

What is the total number of outstanding shares reported in the filing?

The filing reports 168,683,769 shares outstanding