Tempus AI (TEM) insider's tax sale and remaining stake
Rhea-AI Filing Summary
Tempus AI, Inc. (TEM) reported that officer Ryan Fukushima, CEO, Data, had 41,095 shares of Class A Common Stock sold on 2026-08-18 in a broker transaction at a weighted average price of $49.61 per share. According to the company’s equity incentive plan, this was a mandatory “sell to cover” trade solely to satisfy minimum statutory tax withholding obligations arising from restricted stock unit vesting and is described as not a discretionary sale by the reporting person. Following this transaction, he held 562,463 shares directly, and a further 61,706 shares indirectly reported as held by his spouse.
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Insights
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Insider Trade Summary
Net Seller: 41,095 shares
Net Sell
2 txns
Insider
Fukushima Ryan
Role
CEO, Data
Sold
41,095 shs ($2.04M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock F1, F2 | 41,095 | $49.61 | $2.04M |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 562,463 shares (Direct);
Class A Common Stock — 61,706 shares (Indirect, By Spouse)
Footnotes (2)
- F1. Represents the number of shares required to be sold to cover the statutory tax withholding obligations in connection with the vesting of the restricted stock units. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of minimum statutory tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary sale by the Reporting Person.
- F2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.35 to $49.99 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.
Key Figures
Shares sold: 41,095 shares of Class A Common Stock
Weighted average sale price: $49.61 per share
Sale price range: $49.35 to $49.99 per share
+2 more
5 metrics
Shares sold
41,095 shares of Class A Common Stock
Mandatory sell-to-cover transaction on 2026-08-18
Weighted average sale price
$49.61 per share
Average price for 41,095 shares sold on 2026-08-18
Sale price range
$49.35 to $49.99 per share
Range of prices for multiple transactions in the sale
Direct holdings after transaction
562,463 shares
Direct Class A Common Stock ownership following the sale
Indirect holdings by spouse
61,706 shares
Indirect ownership reported as held by spouse after transaction
Key Terms
sell to cover, statutory tax withholding obligations, weighted average price
3 terms
sell to cover financial
"to be funded by a "sell to cover" transaction and does not represent"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
statutory tax withholding obligations financial
"shares required to be sold to cover the statutory tax withholding obligations"
weighted average price financial
"The price reported is a weighted average price. These shares were sold"
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.
FAQ
What did Tempus AI (TEM) insider Ryan Fukushima report in this Form 4?
The filing reports that 41,095 shares of Tempus AI Class A Common Stock tied to Ryan Fukushima were sold on 2026-08-18 under a mandatory “sell to cover” arrangement to satisfy statutory tax withholding from RSU vesting, not as a discretionary sale.
Was the Tempus AI (TEM) Form 4 sale by Ryan Fukushima discretionary?
No. The filing states the sale was mandated by Tempus AI’s equity incentive plans as a “sell to cover” transaction to fund minimum statutory tax withholding obligations related to RSU vesting and does not represent a discretionary sale by Ryan Fukushima.
Does the Tempus AI (TEM) Form 4 mention a Rule 10b5-1 trading plan?
No. The Form 4 data indicate the Rule 10b5-1 checkbox is not affirmed. The footnote explains the sale arises from a plan-mandated “sell to cover” for tax withholding, rather than from a separately disclosed Rule 10b5-1 trading plan.
AI-generated analysis. How Rhea-AI works. Not financial advice.
