[144] Tempus AI, Inc. SEC Filing

Rhea-AI Filing Summary

Tempus AI, Inc. (symbol TEM) filed a Form 144 indicating that insider Ryan Fukushima intends to sell 20,000 common shares through Morgan Stanley Smith Barney on or about 07/07/2025. At the reference price used in the filing, the shares have an aggregate market value of $1.22 million. The proposed sale represents roughly 0.012 % of the company’s 168.1 million shares outstanding.

The stock was originally acquired as restricted-stock awards on 10/14/2015. The form also discloses that, within the past three months, the same insider (including 10b5-1 plan sales) has already disposed of 47,820 shares, generating gross proceeds of approximately $2.79 million across three transactions (20 k on 06/03/2025, 7.82 k on 05/20/2025, and 20 k on 05/06/2025).

The filing does not disclose any material non-public information and states the seller’s representation of compliance with Rule 10b5-1. While the dollar value is meaningful, the percentage of ownership being liquidated is small, suggesting limited direct impact on the share float. Nevertheless, continued insider selling can influence investor sentiment.

Positive

• Sale conducted under Rule 10b5-1, indicating a pre-arranged trading plan that reduces concerns about opportunistic timing.
• Only 0.012 % of shares outstanding are being sold, posing minimal dilution or liquidity risk.

Negative

• Continued insider selling trend—47,820 shares sold in prior three months, with another 20,000 planned—may signal reduced insider confidence.
• Aggregate insider proceeds exceed $4 million over a short period, potentially pressuring market sentiment.

Insights

Securities Analyst

TL;DR: Small (<0.02 %) insider sale adds to recent selling trend; sentiment negative but float impact immaterial.

The Form 144 shows another planned 20 k-share sale (~$1.22 M) by insider Ryan Fukushima after disposing of 47,820 shares since May. Cumulatively, the insider will have sold ~68 k shares, still under 0.05 % of shares outstanding, so dilution or liquidity effects are negligible. However, the pattern of sequential sales can weigh on market psychology, especially post-IPO companies where insider activity is closely watched. Presence of 10b5-1 designations mitigates allegations of opportunistic timing, but investors often interpret sustained insider selling as a lack-of-confidence signal. Overall impact: modestly negative for sentiment, not financially material.

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

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
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	20000	1219400.00	168072456	07/07/2025	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 *
Common	10/14/2015	Restricted Stock Awards	Issuer			20000	10/14/2015	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
10b5-1 Sales for RYAN FUKUSHIMA 600 WEST CHICAGO AVENUE, Suite 510 CHICAGO IL 60654	Common	06/03/2025	20000	1245808.00
Ryan Fukushima 600 WEST CHICAGO AVENUE, Suite 510 CHICAGO IL 60654	Common	05/20/2025	7820	494307.59
10b5-1 Sales for RYAN FUKUSHIMA 600 WEST CHICAGO AVENUE, Suite 510 CHICAGO IL 60654	Common	05/06/2025	20000	1047274.00

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

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

How many Tempus AI (TEM) shares are proposed for sale under this Form 144?

20,000 common shares are scheduled for sale.

What is the approximate dollar value of the planned sale?

The filing lists an aggregate market value of $1,219,400.

When is the expected sale date for the shares?

The sale is expected on or about 07/07/2025.

How many shares has the insider sold in the last three months?

A total of 47,820 shares were sold between May 6 and June 3 2025.

What percentage of Tempus AI’s outstanding shares does the new sale represent?

Roughly 0.012 % of the 168,072,456 shares outstanding.

Is the transaction part of a Rule 10b5-1 trading plan?

Yes. Prior sales are flagged as 10b5-1, and the filer affirms compliance with Rule 10b5-1 in the notice.