Form 4: Tempus AI Director David Epstein Awarded 5,913 RSUs

Tempus AI director David R. Epstein received a grant of 5,913 restricted stock units, increasing his total beneficial ownership to 31,714 shares.

Summary

• David R. Epstein, a member of the Board of Directors, was granted 5,913 Restricted Stock Units (RSUs) on May 21, 2026.
• The RSUs represent a right to receive Class A Common Stock upon vesting.
• Following this transaction, Epstein directly owns a total of 31,714 shares of Class A Common Stock.
• The grant was issued at a price of $0.00 as part of director compensation.
• Vesting is scheduled to occur in full on the earlier of the 2027 annual meeting or May 21, 2027.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a routine and positive governance event that maintains insider alignment, though it is not as significant as an open-market purchase.

Positives

• Increased insider equity alignment with shareholders.
• The director's total stake in the company has increased to 31,714 shares.
• Vesting terms require continuous service for one year, incentivizing director retention.

Negatives

• The acquisition was a grant rather than an open-market purchase, which typically carries less weight as a bullish signal.
• The transaction results in potential future share dilution when the RSUs vest and convert to common stock.

Risks

• Vesting is subject to the reporting person's continuous service; a departure from the board would result in forfeiture of unvested units.

Future Outlook

The reporting person is expected to vest in the full amount of the 5,913 RSUs by May 2027, assuming continued service on the Board of Directors. This will further increase his direct ownership of Class A Common Stock.

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.

Industry Context

StockSavvy.ai notes that equity-based compensation for directors is standard practice among high-growth AI and healthcare technology firms to ensure board members are incentivized to drive long-term share price appreciation.

Comparison to Industry Standards

• The grant size is consistent with director compensation packages at mid-cap technology and biotechnology companies.
• One-year cliff vesting is a standard duration for annual director equity awards in the U.S. market.

Corporate Governance

Stakeholder Impact

• Shareholders may view the increased director stake as a sign of continued commitment to the company's long-term strategy.

Next Steps

• Vesting of 5,913 RSUs on or before May 21, 2027.

Key Dates

Recommendation

This filing represents a routine administrative grant of equity to a director. While it shows continued insider involvement, it does not provide a new material catalyst for the stock price or change the fundamental investment thesis.

Keywords

Tempus AI, TEM, Insider Trading, Form 4, David Epstein, Restricted Stock Units, Director Compensation, Class A Common Stock