Tempus AI CEO of Data Ryan Fukushima sells 41,095 shares in tax-related trade

What happened

Tempus AI, Inc. (NASDAQ: TEM), a healthcare technology company that uses artificial intelligence to analyze clinical and molecular data, saw its stock rise 8.82% to close at $66.65 on Aug. 20, 2026, on volume roughly triple its recent average.

That same week, the company filed nine Form 4 insider transaction reports, including one from Ryan Fukushima, who is listed as CEO, Data. Fukushima sold 41,095 shares of Class A Common Stock on Aug. 18, 2026, at a weighted average price of $49.61 per share. After the sale, he directly held 562,463 shares and indirectly held 61,706 shares through his spouse.

The filing states the sale was not discretionary. It was a 'sell to cover' transaction mandated by the company's equity incentive plan to satisfy statutory tax withholding obligations triggered by the vesting of restricted stock units (RSUs).

The filing

The filing is a SEC Form 4, a document insiders must submit within two business days of any transaction in their company's stock. It reports changes in beneficial ownership by officers, directors, and large shareholders.

The transaction code 'S' in Table I indicates a sale of non-derivative securities. The explanation in the filing clarifies that this sale was required to cover taxes, not an open-market decision by the executive.

The price reported is a weighted average. Shares were sold in multiple transactions at prices ranging from $49.35 to $49.99, as stated in the filing.

What this means

A 'sell to cover' sale is a routine mechanism in equity compensation. When restricted stock units vest, the company withholds shares to pay the executive's income tax obligation, and those shares are sold on the open market. This is a required transaction, written into the company's equity incentive plan, and is not a signal of the insider's view of the stock.

The nine filings in 14 days indicate multiple insiders engaging in similar transactions, likely all tied to vesting events. Without additional context from the company, the cluster itself does not indicate a specific corporate action.

The stock's 8.8% rise on Aug. 20 came on heavy volume, but the filings do not explain why the price moved. The price data is separate from the insider transaction reports.

For readers new to this: RSUs are a form of stock-based compensation that gives the recipient shares after a vesting period. When they vest, they count as income, and the tax is often paid by selling a portion of those shares automatically.