Form 4: Scott Gottlieb Receives Equity Grant at Tempus AI

Tempus AI Director Scott Gottlieb was awarded 5,913 restricted stock units as part of his compensation, increasing his total holdings to over 40,000 shares.

Summary

• Scott Gottlieb, a member of the Board of Directors, received a grant of 5,913 Class A Common Stock Restricted Stock Units (RSUs) on May 21, 2026.
• The RSUs are scheduled to vest in full on the earlier of the 2027 annual meeting of stockholders or May 21, 2027.
• Following this transaction, Gottlieb's total beneficial ownership in Tempus AI, Inc. is 40,749 shares of Class A Common Stock.
• The grant was issued at a price of $0.00 as part of standard director compensation.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive administrative event, as it confirms the continued involvement and financial alignment of a key strategic director.

Positives

• Demonstrates continued alignment between board members and shareholder interests through equity-based compensation.
• High-profile director Scott Gottlieb maintains a significant and growing stake in the company.
• Vesting schedule encourages long-term commitment to the board through at least May 2027.

Negatives

• The issuance of new shares, while small in this instance, contributes to the overall dilution of existing shareholders.

Risks

• Vesting is subject to continuous service, meaning the equity could be forfeited if the director leaves the board prematurely.
• The ultimate value of the compensation is tied to the market price of Class A Common Stock, which may be volatile.

Future Outlook

The reporting person is expected to remain on the board through at least the 2027 annual meeting to satisfy the vesting conditions of the equity grant.

Management Comments

• The RSUs will vest in full on the earlier of the date of the 2027 annual meeting of stockholders or May 21, 2027, subject to continuous service.

Industry Context

StockSavvy.ai notes that equity grants for directors are standard practice in the technology and biotech sectors to ensure board members have 'skin in the game.' Having a former FDA Commissioner like Scott Gottlieb on the board with increasing equity exposure provides a level of regulatory and strategic credibility that is highly valued in the AI-driven healthcare industry.

Comparison to Industry Standards

• The grant size is consistent with director compensation packages at mid-to-large cap healthcare technology firms.
• One-year cliff vesting for director RSUs is a standard corporate governance practice among NASDAQ and NYSE listed companies.

Corporate Governance

Related Party Transactions

• The issuance of 5,913 RSUs to Director Scott Gottlieb as part of his compensation for board service.

Stakeholder Impact

• Shareholders benefit from the continued service and alignment of an experienced director.
• Minimal dilutive impact on existing equity holders.

Next Steps

• Full vesting of the 5,913 RSUs in May 2027.

Key Dates

Recommendation

This is a routine administrative filing regarding director compensation and does not change the fundamental valuation or investment thesis for the company.

Keywords

Tempus AI, TEM, Scott Gottlieb, SEC Form 4, Insider Trading, Restricted Stock Units, RSU, Director Compensation, Healthcare AI