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    Amendment: SEC Form SCHEDULE 13G/A filed by Tempus AI Inc.

    5/15/25 9:15:13 AM ET
    $TEM
    Computer Software: Programming Data Processing
    Technology
    Get the next $TEM alert in real time by email



    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549


    SCHEDULE 13G


    UNDER THE SECURITIES EXCHANGE ACT OF 1934
    (Amendment No. 1)


    Tempus AI, Inc.

    (Name of Issuer)


    Class A Common Stock, par value $0.0001 per share

    (Title of Class of Securities)


    71535D106

    (CUSIP Number)


    01/17/2025

    (Date of Event Which Requires Filing of this Statement)


    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
    Checkbox not checked   Rule 13d-1(b)
    Checkbox not checked   Rule 13d-1(c)
    Checkbox checked   Rule 13d-1(d)






    SCHEDULE 13G

    CUSIP No.
    71535D106


    1Names of Reporting Persons

    Bradley A. Keywell
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox not checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    UNITED STATES
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    0.00
    6Shared Voting Power

    12,848,971.00
    7Sole Dispositive Power

    0.00
    8Shared Dispositive Power

    12,848,971.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    12,848,971.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    7.6 %
    12Type of Reporting Person (See Instructions)

    IN

    Comment for Type of Reporting Person:  Mr. Keywell holds these shares indirectly through BK TL21 LLC ("BK"), a Delaware limited liability company of which he is the sole member and manager. As such, Mr. Keywell holds shared voting and dispositive power over the shares owned by BK. The percentage indicated is based on 167,989,074 shares of the issuer's Class A Common Stock, par value $0.0001, outstanding as of March 25, 2025 as reported in the issuer's Definitive Proxy Statement ("DEF 14A") filed with the SEC on April 7, 2025.


    SCHEDULE 13G

    CUSIP No.
    71535D106


    1Names of Reporting Persons

    BK TL21 LLC
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox not checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    DELAWARE
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    12,848,971.00
    6Shared Voting Power

    0.00
    7Sole Dispositive Power

    12,848,971.00
    8Shared Dispositive Power

    0.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    12,848,971.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    7.6 %
    12Type of Reporting Person (See Instructions)

    CO

    Comment for Type of Reporting Person:  BK TL21 LLC ("BK"), a Delaware limited liability company, holds these shares directly, and as such, BK holds sole voting and dispositive power over the shares. The percentage is based on 167,989,074 shares of the issuer's Class A Common Stock, par value $0.0001, outstanding as of March 25, 2025 as reported in the issuer's DEF 14A filed with the SEC on April 7, 2025.


    SCHEDULE 13G

    Item 1. 
    (a)Name of issuer:

    Tempus AI, Inc.
    (b)Address of issuer's principal executive offices:

    600 West Chicago Avenue, Suite 510, Chicago, IL, 60654
    Item 2. 
    (a)Name of person filing:

    Bradley A. Keywell ("Mr. Keywell") and BK TL21 LLC ("BK"), each a "Reporting Person".
    (b)Address or principal business office or, if none, residence:

    Each Reporting Person's principal business address is: 4603 Franklin Pike Nashville, TN 37220
    (c)Citizenship:

    Mr. Keywell is a US citizen and BK is a Delaware limited liability company.
    (d)Title of class of securities:

    Class A Common Stock, par value $0.0001 per share
    (e)CUSIP No.:

    71535D106
    Item 3.If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
    (a)Checkbox not checked   Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
    (b)Checkbox not checked   Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
    (c)Checkbox not checked   Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
    (d)Checkbox not checked   Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
    (e)Checkbox not checked   An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
    (f)Checkbox not checked   An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
    (g)Checkbox not checked   A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
    (h)Checkbox not checked   A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
    (i)Checkbox not checked   A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
    (j)Checkbox not checked   A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
           please specify the type of institution:
    (k)Checkbox not checked   Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
     
    Item 4.Ownership
    (a)Amount beneficially owned:

    12,848,971 shares of Class A Common Stock, par value $0.0001.
    (b)Percent of class:

    7.6%
    (c)Number of shares as to which the person has:
     (i) Sole power to vote or to direct the vote:

    Mr. Keywell - 0.00 BK - 12,848,971

     (ii) Shared power to vote or to direct the vote:

    Mr. Keywell - 12,848,971 BK - 0.00

     (iii) Sole power to dispose or to direct the disposition of:

    Mr. Keywell - 0.00 BK - 12,848,971

     (iv) Shared power to dispose or to direct the disposition of:

    Mr. Keywell - 12,848,971 BK - 0.00

    Item 5.Ownership of 5 Percent or Less of a Class.
     
    Item 6.Ownership of more than 5 Percent on Behalf of Another Person.
     
    Not Applicable
    Item 7.Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
     
    Not Applicable
    Item 8.Identification and Classification of Members of the Group.
     
    Not Applicable
    Item 9.Notice of Dissolution of Group.
     
    Not Applicable

    Item 10.Certifications:
     
    Not Applicable

        SIGNATURE 
     
    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

     
    Bradley A. Keywell
     
    Signature:/s/Bradley A. Keywell
    Name/Title:Bradley A. Keywell
    Date:05/15/2025
     
    BK TL21 LLC
     
    Signature:/s/Bradley A. Keywell
    Name/Title:Manager
    Date:05/15/2025
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