SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Red Sky Ventures LLC

(Last)

(First)

(Middle)

1001 GREENBAY ROAD

SUITE 146

(Street)

WINNETKA

60093

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/13/2024

3. Issuer Name and Ticker or Trading Symbol
Tempus AI, Inc. [ TEM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	14,375,000	D⁽²⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Preferred Stock	⁽¹⁾	⁽¹⁾	Class A Common Stock	1,109,190	⁽¹⁾	D⁽²⁾
Series B-1 Preferred Stock	⁽¹⁾	⁽¹⁾	Class A Common Stock	499,965	⁽¹⁾	D⁽²⁾
Series B-2 Preferred Stock	⁽¹⁾	⁽¹⁾	Class A Common Stock	166,718	⁽¹⁾	D⁽²⁾
Series C Preferred Stock	⁽¹⁾	⁽¹⁾	Class A Common Stock	314,338	⁽¹⁾	D⁽²⁾
Series D Preferred Stock	⁽¹⁾	⁽¹⁾	Class A Common Stock	63,652	⁽¹⁾	D⁽²⁾
Series G Preferred Stock	⁽¹⁾	⁽¹⁾	Class A Common Stock	15,557	⁽¹⁾	D⁽²⁾

1. Name and Address of Reporting Person^*

Red Sky Ventures LLC

(Last)

(First)

(Middle)

1001 GREENBAY ROAD

SUITE 146

(Street)

WINNETKA

60093

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Keywell Kimberly Jo

(Last)

(First)

(Middle)

1001 GREENBAY ROAD

SUITE 146

(Street)

WINNETKA

60093

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. 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 is convertible at any time, at the holder's election, into Class A Common Stock, on a one-for-one basis, has no expiration date and will automatically convert into shares of Class A Common Stock upon the closing of the Issuer's initial public offering.

2. Shares held directly by Red Sky Ventures LLC ("Red Sky"). Kimberly Keywell is the controlling shareholder of Red Sky, may therefore be deemed to have shared voting, investment and dispositive power with respect to the shares held by Red Sky, and disclaims beneficial ownership of such shares except to the extent of her pecuniary interest therein.

	Red Sky Ventures LLC, By: /s/ Kimberly J. Keywell, President	06/25/2024
	/s/ Kimberly J. Keywell	06/25/2024
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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