Form 4: Tempus AI CFO James Rogers Sells Shares to Cover Tax Obligations

James William Rogers, CFO of Tempus AI, sold shares of Class A Common Stock on May 20, 2025, to cover statutory tax withholding obligations.

Summary

• On May 20, 2025, James William Rogers, the Chief Financial Officer of Tempus AI, Inc., sold shares of Class A Common Stock.
• The sales were executed to cover statutory tax withholding obligations related to the vesting of restricted stock units.
• These sales were mandated by the Issuer's election under its equity incentive plans.
• The transactions were made pursuant to a Rule 10b5-1 trading plan adopted on September 6, 2024.
• Rogers sold a total of 11,397 shares at $63.21, 16 shares at $63.7, 3,600 shares at $62.06, 1,509 shares at $62.86, 5,799 shares at $63.93, 300 shares at $64.78 and 500 shares at $65.9.
• Following these transactions, Rogers directly owns 146,001 shares of Class A Common Stock.

Sentiment

Score: 6

Explanation: The sentiment is neutral. The document simply reports stock sales to cover tax obligations, which is a routine event. There is no indication of positive or negative implications for the company's performance.

Positives

• The sales were part of a pre-arranged trading plan (Rule 10b5-1), suggesting they were planned and not based on immediate market sentiment.
• The company's equity incentive plans include a 'sell to cover' provision for tax obligations, which is a common practice.

Industry Context

Sales by company executives are a normal part of corporate governance. The fact that these sales were pre-planned under a 10b5-1 trading plan is also normal.

Comparison to Industry Standards

• Rule 10b5-1 trading plans are a common practice among corporate executives to manage stock sales and avoid insider trading concerns.
• Many companies, including those in the technology and healthcare sectors, use 'sell to cover' provisions in their equity incentive plans to handle tax obligations.

Stakeholder Impact

• The stock sales could have a minor impact on shareholders due to the increased supply of shares in the market, but the effect is likely minimal given the relatively small volume of shares sold.

Key Dates

Keywords

Tempus AI, James Rogers, CFO, Form 4, Stock Sale, Rule 10b5-1, Tax Withholding, Equity Incentive Plans, Class A Common Stock