Form 4: Tempus AI EVP Sells Shares in Tax & 10b5-1 Transactions

Tempus AI's EVP and General Counsel, Andrew Polovin, reported sales of Class A Common Stock totaling 11,592 shares through tax withholding and a pre-arranged trading plan.

Summary

• Andrew Polovin, EVP and General Counsel of Tempus AI, Inc. (TEM), reported sales of Class A Common Stock.
• On November 18, 2025, Polovin sold 3,578 shares at a weighted average price of $65.26 and 1,627 shares at $66.15. These sales were non-discretionary, mandated 'sell to cover' transactions to satisfy statutory tax withholding obligations related to restricted stock unit vesting.
• On November 19, 2025, Polovin sold a total of 6,387 shares across four transactions at weighted average prices ranging from $66.4 to $69.41. These sales were executed pursuant to a Rule 10b5-1 trading plan adopted on August 12, 2025.
• Following these transactions, Polovin beneficially owns 120,464 shares of Class A Common Stock directly.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While insider sales reduce ownership, these specific transactions are either non-discretionary (tax withholding) or pre-planned (10b5-1 plan), which are common and generally do not signal a change in management's outlook on the company's prospects. The sales are not indicative of a lack of confidence.

Negatives

• Reduction in direct beneficial ownership by a key executive, Andrew Polovin, by a total of 11,592 shares.

Future Outlook

The filing does not contain any forward-looking statements or guidance.

Industry Context

This Form 4 filing reports routine insider transactions and does not provide information that allows for a broader analysis of industry trends or competitive landscape. Such filings are common for executives managing their equity compensation and personal financial planning.

Stakeholder Impact

• Shareholders: A slight reduction in insider ownership, which could be perceived neutrally given the nature of the sales (tax withholding and 10b5-1 plan).

Key Dates

Recommendation

The reported insider sales by Andrew Polovin are primarily for tax obligations and through a pre-arranged 10b5-1 trading plan. These types of transactions are routine for executives and do not typically signal a change in the company's fundamental outlook or an executive's confidence. Therefore, this filing alone does not provide a strong basis for a 'buy' or 'sell' recommendation, suggesting a 'hold' position based solely on this information.

Keywords

Tempus AI, TEM, Andrew Polovin, Insider Trading, Form 4, Stock Sale, 10b5-1 Plan, Executive Compensation, Restricted Stock Units, Tax Withholding