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[144] Tempus AI, Inc. SEC Filing

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
144
Rhea-AI Filing Summary

Form 144 summary: The filing notifies a proposed sale of 20,000 shares of common stock of the issuer, with an aggregate market value of $1,516,650, expected to be sold on 08/26/2025 through Citigroup Global Markets Inc. The securities were acquired on 01/30/2025 as a venture capital distribution from Revolution Growth III, comprising 130,756 shares received and paid on that date. The issuer has 168,683,769 shares outstanding per the form. The filing also reports a prior sale in the past three months: Theodore Leonsis sold 44,000 shares on 08/13/2025 for $3,075,786.12. The signer certifies they are unaware of undisclosed material adverse information.

Positive
  • Clear disclosure of proposed sale details including broker, share count, and aggregate market value
  • Acquisition source identified as a venture capital distribution from Revolution Growth III
  • Brokered sale via Citigroup Global Markets indicates use of a regulated intermediary
  • Signer attestation confirms no known undisclosed material adverse information
Negative
  • Insider selling in the recent period: Theodore Leonsis sold 44,000 shares on 08/13/2025
  • Limited context on the identity of the person filing the notice and motives for sale (only information provided in form)

Insights

TL;DR: Small planned sale disclosed; recent insider sale recorded; transaction size appears modest relative to outstanding shares.

The filing reports a proposed brokered sale of 20,000 common shares valued at $1.52 million, executed through Citigroup. Acquisition via a venture capital distribution earlier in 2025 indicates secondary-market liquidity for VC holders. The issuer's outstanding shares (168.7 million) make the proposed sale a very small fraction of float, suggesting limited direct market impact. The recent sale by Theodore Leonsis (44,000 shares) is disclosed, which is relevant to monitoring insider activity but is not, by itself, large relative to total shares outstanding.

TL;DR: Filing provides routine compliance disclosure; includes representation about absence of undisclosed material information.

The Form 144 contains the standard attestation that the seller does not possess undisclosed material information and documents the use of a registered broker for execution. The origin of the shares as a venture capital distribution is clearly stated, which helps trace beneficial ownership changes. From a governance perspective, the filing meets disclosure expectations for proposed insider or affiliate sales but does not on its face indicate governance concerns or undisclosed events.

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

FAQ

What does the Form 144 filed for TEM disclose about the proposed sale?

The form discloses a proposed sale of 20,000 common shares valued at $1,516,650, to be sold on 08/26/2025 through Citigroup Global Markets Inc.

How and when were the securities to be sold on Form 144 acquired?

The securities were acquired on 01/30/2025 as a venture capital distribution from Revolution Growth III, totaling 130,756 shares.

Did the filer report any recent sales in the past three months?

Yes. The filing reports that Theodore Leonsis sold 44,000 shares on 08/13/2025 for $3,075,786.12.

What broker is handling the proposed sale in the Form 144?

The proposed sale is to be handled by Citigroup Global Markets Inc at 388 Greenwich Street, New York, NY.

Does the Form 144 include a statement about undisclosed material information?

Yes. The signer represents by signing that they do not know any material adverse information regarding the issuer that has not been publicly disclosed.
Tempus AI

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