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TEM COO reports spouse sales under 10b5-1 at $88.84 and $89.64

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Tempus AI (TEM) Chief Operating Officer reported insider transactions on 11/03/2025. The reporting person’s spouse sold Class A common stock under a Rule 10b5-1 trading plan adopted on March 4, 2025: 500 shares at a weighted average price of $87.24 (range $86.90–$87.80), 2,300 shares at $88.84 (range $88.26–$89.23), and 2,200 shares at $89.64 (range $89.30–$90.28).

Following the reported transactions, beneficial ownership includes 839,180 shares direct; 125,000 shares indirect by spouse; and 131,893 shares indirect by the Ryan Fukushima Irrevocable Family Trust.

Positive

  • None.

Negative

  • None.
Insider Fukushima Ryan
Role Chief Operating Officer
Sold 5,000 shs ($445K)
Type Security Shares Price Value
Sale Class A Common Stock 500 $87.24 $44K
Sale Class A Common Stock 2,300 $88.84 $204K
Sale Class A Common Stock 2,200 $89.64 $197K
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 129,500 shares (Indirect, By Spouse); Class A Common Stock — 839,180 shares (Direct)
Footnotes (1)
  1. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person's spouse on March 4, 2025. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.90 to $87.80 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), (3) and (4). The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.26 to $89.23 inclusive. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.30 to $90.28 inclusive.
Form 4 Insider Transactions: What Each Field Means →
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).
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*
Fukushima Ryan
(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Operating Officer
3. Date of Earliest Transaction (Month/Day/Year)
11/03/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 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 11/03/2025 S(1) 500 D $87.24(2) 129,500 I By Spouse
Class A Common Stock 11/03/2025 S(1) 2,300 D $88.84(3) 127,200 I By Spouse
Class A Common Stock 11/03/2025 S(1) 2,200 D $89.64(4) 125,000 I By Spouse
Class A Common Stock 839,180 D
Class A Common Stock 131,893 I By Ryan Fukushima Irrevocable Family Trust
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. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person's spouse on March 4, 2025.
2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.90 to $87.80 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), (3) and (4).
3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.26 to $89.23 inclusive.
4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.30 to $90.28 inclusive.
/s/ Andrew Polovin, Attorney-in-Fact 11/05/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Tempus AI (TEM) disclose in this Form 4?

The COO reported spouse sales of Class A common stock on 11/03/2025 under a Rule 10b5-1 plan.

How many shares were sold and at what prices?

Sales were 500 at $87.24 (range $86.90–$87.80), 2,300 at $88.84 (range $88.26–$89.23), and 2,200 at $89.64 (range $89.30–$90.28).

When was the Rule 10b5-1 plan adopted?

The plan was adopted on March 4, 2025.

What is the insider’s role at Tempus AI?

The reporting person is the Chief Operating Officer.

What are the beneficial holdings after the transactions?

Holdings include 839,180 shares direct; 125,000 indirect by spouse; and 131,893 indirect by the Ryan Fukushima Irrevocable Family Trust.

Do the reported prices reflect single trades?

No. Each reported price is a weighted average across multiple trades within the stated ranges.