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[Form 4/A] Tempus AI, Inc. Amended Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4/A
Rhea-AI Filing Summary

Theodore J. Leonsis, a director of Tempus AI, Inc. (TEM), reported the sale of 44,000 shares of Class A common stock on 08/13/2025 at a weighted average price of $69.9 per share, with individual trade prices ranging from $69.49917 to $69.935.

After the reported disposition, the filing shows 86,756 shares beneficially owned indirectly (through the Theodore J. Leonsis Revocable Trust and related distributions) and 15,511 shares owned directly. The Form 4/A amends earlier reporting to disclose the price range and notes that certain pro rata distributions by Revolution Growth GP III, LP changed the form of ownership without consideration. The amendment is signed by an attorney-in-fact on behalf of the reporting person.

Positive
  • Amendment provides clearer pricing transparency by disclosing the weighted average price and the full price range for the 44,000 shares sold
  • Post-transaction beneficial ownership is explicitly reported with separate direct (15,511) and indirect (86,756) holdings
Negative
  • None.

Insights

TL;DR: Director sold 44,000 Class A shares at a weighted average near $70; post-sale holdings remain disclosed as both direct and indirect.

The filing documents a routine insider disposition: 44,000 shares sold on 08/13/2025 at a weighted average price of $69.9, with a disclosed price range of $69.49917 to $69.935. The report clarifies post-transaction beneficial ownership of 86,756 indirect and 15,511 direct shares and records a change in ownership form stemming from distributions by Revolution Growth GP III, LP. This amendment solely provides additional transaction price detail and does not introduce new transactions or numerical changes to total ownership reported.

TL;DR: Amendment clarifies pricing and ownership form; disclosure aligns with Section 16 reporting requirements.

The Form 4/A updates the original filing to disclose the weighted average sale price and the range of execution prices across multiple trades, and it documents that pro rata distributions altered the form of ownership without consideration. The filing is signed by an attorney-in-fact and includes the required explanatory footnotes. No departures from standard reporting practice are evident from the text provided.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Leonsis Theodore

(Last) (First) (Middle)
C/O TEMPUS AI, INC.
600 WEST CHICAGO AVENUE, SUITE 510

(Street)
CHICAGO IL 60654

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Tempus AI, Inc. [ TEM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
08/15/2025
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 08/13/2025 S 44,000 D $69.9(1) 86,756(2) I By Theodore J. Leonsis Revocable Trust
Class A Common Stock 15,511 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $69.49917 to $69.935 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
2. Gives effect to pro rata distributions of shares by Revolution Growth GP III, LP ("RG GP III") to its general and limited partners, and the subsequent distribution of shares by the general partner to its members, in each case for no consideration, which represented a change in the form of the Reporting Person's ownership that was not required to be reported under Section 16. The Reporting Person is a member of the investment committee of the ultimate general partner of RG GP III.
Remarks:
This amendment is being filed to disclose the price range for which the shares were sold.
/s/ Andrew Polovin, Attorney-in-Fact 08/21/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What shares did Theodore Leonsis sell according to the Form 4/A for TEM?

The Form 4/A reports the sale of 44,000 shares of Class A common stock on 08/13/2025.

At what price were the TEM shares sold in the reported transaction?

The filing reports a weighted average price of $69.9 and a disclosed price range from $69.49917 to $69.935.

How many TEM shares does the filing show Theodore Leonsis owns after the sale?

After the reported disposition the filing shows 86,756 shares indirectly and 15,511 shares directly beneficially owned.

Why was this Form 4 filed as an amendment (4/A)?

The amendment was filed to disclose the price range for the shares sold and to provide explanatory details about ownership-form changes.

What caused the change in the form of ownership described in the filing?

The filing states pro rata distributions by Revolution Growth GP III, LP and subsequent distributions by its general partner changed the form of ownership for the Reporting Person without consideration.
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