STOCK TITAN

Lefkofsky entities sell 166K Tempus AI (TEM) shares under 10b5-1 plan

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Tempus AI, Inc. reported insider activity involving entities associated with CEO and Chairman Eric Lefkofsky. On May 27, 2026, Blue Media, LLC and Gray Media, LLC, entities managed by Lefkofsky, sold a combined 166,250 shares of Class A Common Stock in open-market transactions under a pre-arranged Rule 10b5-1 trading plan adopted on March 4, 2025.

Shares were sold at weighted-average prices within ranges disclosed around $45–$47 per share. After these sales, Blue Media, LLC held 15,620,748 shares and Gray Media, LLC held 8,832,851 shares of Tempus AI Class A Common Stock, in addition to other direct and indirect holdings reported for Lefkofsky and related foundations and entities.

Positive

  • None.

Negative

  • None.

Insights

Entities linked to Tempus AI's CEO sold shares under a pre-set plan while retaining large positions.

The disclosure shows Blue Media, LLC and Gray Media, LLC, entities managed by Eric Lefkofsky, sold a combined 166,250 shares of Tempus AI Class A stock. Transactions were coded as open-market sales and executed under a Rule 10b5-1 trading plan adopted on March 4, 2025, indicating they were pre-scheduled rather than opportunistic.

Despite these sales, the entities still hold substantial stakes, with 15,620,748 shares at Blue Media, LLC and 8,832,851 shares at Gray Media, LLC following the transactions, plus other direct and foundation-related holdings disclosed. With no derivative exercises and sales conducted under a trading plan, this filing generally appears as routine portfolio management rather than a signal of a strategic shift.

Insider LEFKOFSKY ERIC P
Role CEO and Chairman
Sold 166,250 shs ($7.76M)
Type Security Shares Price Value
Sale Class A Common Stock 8,932 $46.17 $412K
Sale Class A Common Stock 24,318 $46.89 $1.14M
Sale Class A Common Stock 35,721 $46.17 $1.65M
Sale Class A Common Stock 97,279 $46.89 $4.56M
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 8,832,851 shares (Indirect, By Gray Media, LLC); Class A Common Stock — 2,230,721 shares (Direct, null)
Footnotes (1)
  1. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 4, 2025. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.53 to $46.52 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 ranges set forth in footnotes (2) and (4). The Reporting Person is (i) a member of, and controls a limited liability company that is a member of, 346 Long LLC, (ii) the sole manager of each of Black Media, LLC, Blue Media, LLC and Gray Media, LLC, (iii) a trustee of each of Lefkofsky Family Foundation and Vas.org Foundation. The Reporting Person's spouse is the trustee of the Lefkofsky Family 2025 GRAT. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.53 to $47.47 inclusive.
Total shares sold 166,250 shares Open-market sales on May 27, 2026 by Blue Media, LLC and Gray Media, LLC
Blue Media first sale 97,279 shares at $46.89 Class A Common Stock open-market sale; Tempus AI
Blue Media second sale 35,721 shares at $46.17 Class A Common Stock open-market sale; Tempus AI
Gray Media first sale 24,318 shares at $46.89 Class A Common Stock open-market sale; Tempus AI
Gray Media second sale 8,932 shares at $46.17 Class A Common Stock open-market sale; Tempus AI
Blue Media holdings after sales 15,620,748 shares Class A Common Stock held indirectly after May 27, 2026 transactions
Gray Media holdings after sales 8,832,851 shares Class A Common Stock held indirectly after May 27, 2026 transactions
Direct holdings 2,230,721 shares Class A Common Stock held directly by Eric Lefkofsky after reported date
Rule 10b5-1 trading plan regulatory
"This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 4, 2025."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.53 to $46.52 inclusive."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
grantor retained annuity trust financial
"The Reporting Person's spouse is the trustee of the Lefkofsky Family 2025 GRAT."
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
open-market sale financial
"transaction_action": "open-market sale"
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
SEC Form 4
FORM 4UNITED 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).
X
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*
LEFKOFSKY ERIC P

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

(Street)
CHICAGO ILLINOIS 60654

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Tempus AI, Inc. [ TEM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
CEO and Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock05/27/2026S(1)8,932D$46.17(2)8,832,851IBy Gray Media, LLC(3)
Class A Common Stock05/27/2026S(1)24,318D$46.89(4)8,808,533IBy Gray Media, LLC(3)
Class A Common Stock05/27/2026S(1)35,721D$46.17(2)15,620,748IBy Blue Media, LLC(3)
Class A Common Stock05/27/2026S(1)97,279D$46.89(4)15,523,469IBy Blue Media, LLC(3)
Class A Common Stock2,230,721D
Class A Common Stock406IBy 346 Long LLC(3)
Class A Common Stock10,000,000IBy Lefkofsky Family 2025 GRAT(3)
Class A Common Stock206IBy Black Media, LLC(3)
Class A Common Stock832,131IBy Lefkofsky Family Foundation(3)
Class A Common Stock250,000IBy Vas.org Foundation(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 4, 2025.
2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.53 to $46.52 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 ranges set forth in footnotes (2) and (4).
3. The Reporting Person is (i) a member of, and controls a limited liability company that is a member of, 346 Long LLC, (ii) the sole manager of each of Black Media, LLC, Blue Media, LLC and Gray Media, LLC, (iii) a trustee of each of Lefkofsky Family Foundation and Vas.org Foundation. The Reporting Person's spouse is the trustee of the Lefkofsky Family 2025 GRAT.
4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.53 to $47.47 inclusive.
/s/ Andrew Polovin, Attorney-in-Fact05/29/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider activity did Tempus AI (TEM) report for May 27, 2026?

Tempus AI reported that entities associated with CEO Eric Lefkofsky sold Class A shares on May 27, 2026. Blue Media, LLC and Gray Media, LLC executed open-market sales totaling 166,250 shares under a pre-arranged Rule 10b5-1 trading plan adopted earlier in 2025.

How many Tempus AI (TEM) shares were sold in this Form 4 filing?

The filing shows a total of 166,250 Class A Common Stock shares sold. Blue Media, LLC sold 97,279 and 35,721 shares, while Gray Media, LLC sold 24,318 and 8,932 shares, all coded as open-market sales at weighted-average prices around the mid-$40s.

Which entities linked to Eric Lefkofsky sold Tempus AI (TEM) shares?

The selling entities were Blue Media, LLC and Gray Media, LLC, both managed by Eric Lefkofsky. Each entity is identified as holding Tempus AI Class A shares indirectly for the reporting person, with the sales reported as their open-market transactions on May 27, 2026.

Were the Tempus AI (TEM) insider sales made under a Rule 10b5-1 plan?

Yes. A footnote states the transactions were made pursuant to a Rule 10b5-1 trading plan adopted on March 4, 2025. Such plans pre-schedule trades, indicating these sales were part of a structured program rather than reactive market timing by the associated entities.

What Tempus AI (TEM) holdings remain after the reported insider sales?

After the sales, Blue Media, LLC held 15,620,748 Tempus AI Class A shares, and Gray Media, LLC held 8,832,851 shares. The filing also lists additional indirect holdings via foundations, a GRAT, LLCs, and 2,230,721 shares held directly by Eric Lefkofsky as of the reporting date.

At what prices were the Tempus AI (TEM) shares sold in this Form 4?

Reported prices include weighted-average sale prices such as $46.89 and $46.17 per share. Footnotes explain that actual individual trades occurred in ranges between $45.53 and $47.47 per share, with full trade-by-trade details available upon request from the reporting person.