Form 4: Tempus AI COO Sells Shares to Cover Tax Obligations After Vesting

Tempus AI's Chief Operating Officer, Ryan Fukushima, sold 1,265 shares of Class A Common Stock to cover tax obligations related to the vesting of restricted stock units.

Summary

• Ryan Fukushima, the Chief Operating Officer of Tempus AI, sold 1,265 shares of Class A Common Stock on January 2, 2025.
• The sale was executed to cover statutory tax withholding obligations associated with the vesting of restricted stock units.
• The shares were sold at a weighted average price of $34.66, with individual transactions ranging from $34.45 to $35.16.
• Following the transaction, Fukushima directly owns 1,002,442 shares of Class A Common Stock.
• He also indirectly owns 131,893 shares through the Ryan Fukushima Irrevocable Family Trust and 150,000 shares through his spouse.

Sentiment

Score: 7

Explanation: The document reflects a routine transaction related to executive compensation and tax obligations. It is not indicative of any positive or negative sentiment towards the company's performance.

Management Comments

• The sale was mandated by the Issuer's election under its equity incentive plans to require the satisfaction of minimum statutory tax withholding obligations to be funded by a 'sell to cover' transaction and does not represent a discretionary sale by the Reporting Person.

Industry Context

This is a standard transaction for executives who receive stock-based compensation. It is common for companies to require 'sell to cover' transactions to manage tax obligations.

Comparison to Industry Standards

• Many companies use 'sell to cover' mechanisms for stock-based compensation, so this is a common practice.
• The price range of $34.45 to $35.16 is within the expected range for a stock sale of this type.
• Similar transactions are regularly reported by executives at other publicly traded companies.

Stakeholder Impact

• The sale of shares by an executive may have a minor impact on the stock price, but this is a routine transaction and not expected to have a significant impact.

Key Dates

Keywords

Tempus AI, Ryan Fukushima, stock sale, Form 4, insider trading, tax obligations, restricted stock units, Class A Common Stock