Tempus AI (TEM) CFO discloses planned Class A stock sales on 12/11/2025

Rhea-AI Filing Summary

Tempus AI's chief financial officer reported open-market sales of Class A common stock on 12/11/2025 under a Rule 10b5-1 trading plan adopted on September 11, 2025.

The filing shows three sales of 4,209, 11,982 and 3,775 shares at weighted average prices of $72.09, $73.31 and $74.08, with individual trades executed within stated price ranges. After these transactions, the officer beneficially owned 111,250 Class A shares directly.

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

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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^*

Rogers James William

(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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/11/2025

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	12/11/2025		S(1)		4,209	D	$72.09(2)	127,007	D
Class A Common Stock	12/11/2025		S(1)		11,982	D	$73.31(3)	115,025	D
Class A Common Stock	12/11/2025		S(1)		3,775	D	$74.08(4)	111,250	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 September 11, 2025.

2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $71.61 to $72.54 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 $72.75 to $73.73 inclusive.

4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $73.75 to $74.32 inclusive.

	/s/ Andrew Polovin, Attorney-in-Fact	12/12/2025
	** 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 insider stock transactions did Tempus AI (TEM) disclose for its CFO?

The chief financial officer of Tempus AI reported three open-market sales of Class A common stock on 12/11/2025, coded as sales in the transaction table.

How many Tempus AI Class A shares were sold in each transaction on 12/11/2025?

The reported sales were for 4,209 shares, 11,982 shares, and 3,775 shares of Tempus AI Class A common stock, all dated 12/11/2025.

At what prices did the Tempus AI CFO sell Class A shares?

The weighted average prices reported were $72.09, $73.31, and $74.08, with actual trades in ranges of $71.61–$72.54, $72.75–$73.73, and $73.75–$74.32, respectively.

Were the Tempus AI CFO's stock sales made under a Rule 10b5-1 trading plan?

Yes. The filing states that the transactions were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 11, 2025.

How many Tempus AI shares does the CFO beneficially own after these transactions?

After the reported sales on 12/11/2025, the chief financial officer beneficially owned 111,250 shares of Tempus AI Class A common stock directly.

What commitment did the Tempus AI CFO make regarding detailed trade prices?

The reporting person undertook to provide to the issuer, any security holder, or SEC staff full information on the number of shares sold at each separate price within the stated ranges, upon request.