Business Context and Reporting Period
Tempus AI, Inc. filed a Form 8-K Current Report on May 21, 2026, regarding the results of its 2026 Annual Meeting of Stockholders held on the same date. The company is incorporated in Nevada and its Class A common stock trades on The Nasdaq Stock Market LLC under the symbol "TEM".
Key Financial Metrics
This filing is a corporate governance report and does not contain financial performance data. The text does not provide values for revenue, profit, cash flow, margins, debt, or liquidity.
Material Changes and Voting Results
The filing details the outcomes of three proposals submitted to stockholders. The company utilizes a dual-class structure where Class A stockholders have one vote per share and Class B stockholders have 30 votes per share.
- Proposal 1 (Election of Directors): All nine director nominees were elected to serve until the 2027 Annual Meeting. Notable nominees included Eric Lefkofsky, Jennifer A. Doudna, Ph.D., and Scott Gottlieb, M.D. Broker non-votes totaled 27,440,890 for all director candidates.
- Proposal 2 (Ratification of Auditors): Stockholders ratified the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. The vote was 262,396,207 for, 90,662 against, and 65,045 abstentions.
- Proposal 3 (Say-on-Pay Frequency): Stockholders voted on the frequency of advisory votes on executive compensation. The majority selected a three-year frequency (191,972,032 votes), compared to 42,744,443 for one year and 115,765 for two years. Consequently, the Board determined future advisory votes will occur every three years.
Guidance, Outlook, and Risks
The filing does not contain management commentary, financial guidance, outlook, risk factors, or contingencies. It is strictly a report of the voting results from the Annual Meeting.
Investor Verification Checklist
- Verify the composition of the newly elected Board of Directors and their tenure terms.
- Confirm the ratification of PricewaterhouseCoopers LLP as the auditor for the 2026 fiscal year.
- Note the shift to a three-year cycle for executive compensation advisory votes.
- Review the definitive proxy statement filed on April 7, 2026, for detailed biographies of directors and further context on the proposals.