Form 4: Tempus AI Director Gottlieb Reports Acquisition of 88,514 Shares of Class A Common Stock

Director Scott Gottlieb reports acquiring 88,514 shares of Tempus AI Class A Common Stock following the satisfaction of liquidity event-based conditions related to previously granted and newly granted restricted stock units (RSUs).

Summary

• On June 13, 2024, Scott Gottlieb, a director of Tempus AI, Inc., reported the acquisition of 88,514 shares of Class A Common Stock.
• The acquisition is related to previously granted restricted stock units (RSUs) for which the liquidity event-based condition was satisfied upon the effectiveness of the registration statement on Form S-1 filed by Tempus AI in connection with its initial public offering.
• The acquisition also includes a grant of RSUs made in connection with the Issuer's Non-Employee Director Compensation Policy.
• Certain of the RSUs remain subject to service-based vesting conditions.
• 25,000 RSUs vest one-fifth on July 1, 2024, with the remainder vesting in 16 equal quarterly installments commencing on October 1, 2024.
• 13,514 RSUs vest in 20 substantially equal quarterly installments commencing on September 13, 2024.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. The acquisition of shares by a director is generally a good sign, indicating confidence in the company. However, it's a routine transaction related to previously granted compensation.

Positives

• The acquisition of shares by a director signals confidence in the company's future.
• The vesting of RSUs is tied to continued service, aligning the director's interests with the company's long-term performance.

Industry Context

This filing is a routine disclosure related to insider transactions following Tempus AI's IPO, which is a common occurrence for newly public companies. It reflects the compensation structure for board members and aligns their interests with the company's performance.

Comparison to Industry Standards

• Director compensation packages including RSUs are standard practice in the tech and healthcare industries, particularly for companies that have recently gone public.
• Vesting schedules are also typical, designed to incentivize long-term commitment and performance.
• Comparable companies like Exact Sciences or Guardant Health also utilize similar equity-based compensation for their directors.

Stakeholder Impact

• The transaction has a minor positive impact on shareholders as it signals director confidence.
• Employees may view it positively as it aligns director interests with company performance.

Key Dates