Form 4: Tempus AI Director Sells Shares Under 10b5-1 Plan
Insider Transaction Report
Tempus AI Director David R. Epstein sold 250 shares of Class A Common Stock for $73.64 per share, pursuant to a pre-arranged 10b5-1 trading plan.
Summary
- David R. Epstein, a Director of Tempus AI, Inc. (TEM), reported the sale of 250 shares of Class A Common Stock.
- The transaction occurred on September 2, 2025, at a price of $73.64 per share.
- This sale was executed under a Rule 10b5-1 trading plan, which was adopted by Mr. Epstein on August 27, 2024.
- Following this transaction, Mr. Epstein directly beneficially owns 27,041 shares of Class A Common Stock.
Sentiment
Score: 6
Explanation: The sentiment is neutral to slightly positive. While insider selling can be viewed negatively, the execution under a Rule 10b5-1 plan indicates a pre-arranged, non-discretionary sale, mitigating concerns about immediate insider sentiment. The transaction volume is also relatively small.
Positives
- The transaction was conducted under a Rule 10b5-1 trading plan, indicating pre-scheduled sales and adherence to insider trading compliance policies.
Negatives
- A director's sale of shares, even if pre-planned, can sometimes be perceived by the market as a lack of confidence, although the 10b5-1 plan mitigates this interpretation.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Insider Trading Plan Adoption | The reporting person adopted a Rule 10b5-1 trading plan on August 27, 2024, which allows insiders to set up a pre-arranged plan to buy or sell company stock. | 08/27/2024 | Enhances transparency and provides an affirmative defense against insider trading allegations for transactions executed under the plan. |
Stakeholder Impact
- Shareholders may observe the director's sale, but the 10b5-1 plan suggests the transaction is not based on new, material non-public information, potentially reducing negative sentiment.
Key Dates
| Date | Description |
|---|---|
| 08/27/2024 | Date the Rule 10b5-1 trading plan was adopted by the Reporting Person. |
| 09/02/2025 | Date of the reported transaction (sale of Class A Common Stock). |
| 09/04/2025 | Date the Form 4 was signed by the Attorney-in-Fact. |
Keywords
Tempus AI, TEM, Insider Trading, Form 4, Director, Stock Sale, 10b5-1 Plan, Equity Transaction
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