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Tempus AI (TEM) director sale via 10b5-1 trading plan on Form 4 filing

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

Rhea-AI Filing Summary

Tempus AI, Inc. director David R. Epstein reported a sale of 370 shares of Class A Common Stock on February 2, 2026 at $59.41 per share. After this transaction, he beneficially owned 26,051 shares directly. The sale was executed under a pre-established Rule 10b5-1 trading plan adopted on August 27, 2024, which is designed to allow insiders to trade pursuant to preset instructions.

Positive

  • None.

Negative

  • None.

Insights

Small planned sale by Tempus AI director under 10b5-1 plan.

David R. Epstein, a director of Tempus AI, Inc., sold 370 shares of Class A Common Stock at $59.41 per share on February 2, 2026. Following the transaction, he held 26,051 shares directly.

The sale is noted as being made under a Rule 10b5-1 trading plan adopted on August 27, 2024. Such plans prearrange trading instructions, which can reduce the risk that trades are viewed as based on nonpublic information.

The disclosed share amount is relatively small in absolute terms, and the filing reports no derivative security activity. Future Form 4 filings will provide additional data points on any further plan executions by this director.

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*
Epstein David R

(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)
02/02/2026
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 02/02/2026 S(1) 370 D $59.41 26,051 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. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 27, 2024.
/s/ Andrew Polovin, Attorney-in-Fact 02/04/2026
** 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 insider transaction did Tempus AI (TEM) disclose for director David R. Epstein?

Tempus AI director David R. Epstein reported selling 370 shares of Class A Common Stock at $59.41 per share. After this planned transaction, he directly held 26,051 shares, according to the Form 4 insider trading report.

When did David R. Epstein’s Tempus AI share sale occur and at what price?

The reported sale occurred on February 2, 2026, at a price of $59.41 per share. The transaction involved 370 shares of Tempus AI Class A Common Stock, as disclosed in the Form 4 filing.

How many Tempus AI shares does David R. Epstein own after this Form 4 transaction?

Following the sale, David R. Epstein beneficially owned 26,051 shares of Tempus AI Class A Common Stock. The filing classifies this ownership as direct, meaning the shares are held in his own name rather than through an entity.

Was David R. Epstein’s Tempus AI stock sale made under a Rule 10b5-1 plan?

Yes. The Form 4 states the transaction was made pursuant to a Rule 10b5-1 trading plan adopted on August 27, 2024. Such plans predefine trading instructions to help structure insider sales over time.

What role does David R. Epstein hold at Tempus AI (TEM)?

David R. Epstein is identified as a director of Tempus AI, Inc. in the Form 4 filing. He is not reported as an officer or 10% owner in this disclosure, only in his capacity as a board director.

Does this Tempus AI Form 4 show any derivative securities transactions?

No. The Form 4 table for derivative securities shows no entries. The only reported transaction involves non-derivative Class A Common Stock, with no options, warrants, or other derivatives listed in the filing excerpt.
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