SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
LEFKOFSKY ERIC P
(Last) (First) (Middle)
C/O TEMPUS AI, INC.
600 WEST CHICAGO AVENUE, SUITE 510
(Street)
CHICAGO IL 60654
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Tempus AI, Inc. [ TEM ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
CEO and Chairman
3. Date of Earliest Transaction (Month/Day/Year)
07/28/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 07/28/2025 S(1) 16,847 D $62.16(2) 9,290,436 I By Gray Media, LLC(3)
Class A Common Stock 07/28/2025 S(1) 10,007 D $63.12(4) 9,280,429 I By Gray Media, LLC(3)
Class A Common Stock 07/28/2025 S(1) 4,962 D $64.09(5) 9,275,467 I By Gray Media, LLC(3)
Class A Common Stock 07/28/2025 S(1) 1,434 D $65.23(6) 9,274,033 I By Gray Media, LLC(3)
Class A Common Stock 07/28/2025 S(1) 67,388 D $62.16(2) 18,201,081(7) I By Blue Media, LLC(3)
Class A Common Stock 07/28/2025 S(1) 40,029 D $63.12(4) 18,161,052 I By Blue Media, LLC(3)
Class A Common Stock 07/28/2025 S(1) 19,848 D $64.09(5) 18,141,204 I By Blue Media, LLC(3)
Class A Common Stock 07/28/2025 S(1) 5,735 D $65.23(6) 18,135,469 I By Blue Media, LLC(3)
Class A Common Stock 2,037,500(7) D
Class A Common Stock 406 I By 346 Long LLC(3)
Class A Common Stock 10,000,000 I Lefkofsky Family 2025 GRAT(3)
Class A Common Stock 206 I By Black Media, LLC(3)
Class A Common Stock 332,131 I By Lefkofsky Family Foundation(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 4, 2025.
2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.65 to $62.60 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2), (4), (5) and (6).
3. The Reporting Person is (i) a member of, and controls a limited liability company that is a member of, 346 Long LLC, (ii) the sole manager of each of Black Media, LLC, Blue Media, LLC and Gray Media, LLC and (iii) a trustee of Lefkofsky Family Foundation. The Reporting Person's spouse is the trustee of the Lefkofsky Family 2025 GRAT.
4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.67 to $63.66 inclusive.
5. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.67 to $64.58 inclusive.
6. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.93 to $65.71 inclusive.
7. Represents the number of shares owned after the Reporting Person contributed a portion of his shares to Blue Media, LLC.
/s/ Andrew Polovin, Attorney-in-Fact 07/30/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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