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Tempus AI, Inc. — Director's Dealing 2024
Jun 27, 2024
30457_dirs_2024-06-26_0b93b0ca-301c-4355-a086-0284be51ae9e.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Tempus AI, Inc. (TEM)
CIK: 0001717115
Period of Report: 2024-06-17
Reporting Person: KEYWELL BRADLEY A (10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2024-06-17 | Class A Common Stock | C | 2169419 | — | Acquired | 16560249 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2024-06-17 | Series A Preferred Stock | $ | C | 1109189 | Disposed | Class A Common Stock (1109189) | Indirect | |
| 2024-06-17 | Series B-1 Preferred Stock | $ | C | 499964 | Disposed | Class A Common Stock (499964) | Indirect | |
| 2024-06-17 | Series B-2 Preferred Stock | $ | C | 166717 | Disposed | Class A Common Stock (166717) | Indirect | |
| 2024-06-17 | Series C Preferred Stock | $ | C | 314338 | Disposed | Class A Common Stock (314338) | Indirect | |
| 2024-06-17 | Series D Preferred Stock | $ | C | 63653 | Disposed | Class A Common Stock (63653) | Indirect | |
| 2024-06-17 | Series G Preferred Stock | $ | C | 15558 | Disposed | Class A Common Stock (15558) | Indirect |
Footnotes
F1: Each share of Series A Preferred Stock, Series B-1 Preferred Stock, Series B-2 Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series G Preferred Stock (collectively, the "Preferred Stock") was convertible at any time, at the holder's election, into Class A Common Stock, on a one-for-one basis, had no expiration date and automatically converted into shares of Class A Common Stock upon the closing of the Issuer's initial public offering.
F2: This amount includes an additional 15,830 shares acquired by the Reporting Person on June 17, 2024 in connection with the conversion of the Preferred Stock into Class A Common Stock upon the closing of the Issuer's initial public offering, pursuant to which the Issuer paid accrued and unpaid dividends on such shares of Preferred Stock in shares of Class A Common Stock. This amount was also reflected in the Reporting Person's Form 3 filing on June 20, 2024. The issuance of such shares of Class A Common Stock qualifies for the exemption from Section 16 of the Securities Exchange Act pursuant to Rule 16a-9.
F3: The Reporting Person is the sole manager and the sole member of BK TL21 LLC.