Business Context and Reporting Period
This Form 8-K Current Report was filed by Tempus AI, Inc. on August 27, 2025. The report addresses Item 8.01 (Other Events) and Item 9.01 (Financial Statements and Exhibits). The filing relates to a prospectus supplement filed on August 27, 2025, covering the resale of up to 1,268,033 shares of the Company's Class A common stock by selling stockholders, pursuant to an automatic shelf registration statement (Form S-3) filed on August 8, 2025.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report is a legal disclosure regarding a securities offering and does not contain financial performance data.
Material Changes
The material event disclosed is the filing of a prospectus supplement for the resale of 1,268,033 shares of Class A common stock. The filing includes a legal opinion from counsel, Brownstein Hyatt Farber Schreck, LLP, regarding the legality of the shares covered by the supplement.
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, or outlook. No specific risks or contingencies are detailed in this document beyond the standard disclosure of the securities resale.
Investor Verification Checklist
- Verify the identity of the selling stockholders referenced in the Prospectus Supplement.
- Confirm the total number of shares being resold (1,268,033) and the potential dilution impact.
- Review the attached legal opinion (Exhibit 5.1) regarding the legality of the shares.
- Check the status of the underlying automatic shelf registration statement (File No. 333-289398).