SEC Comment Letter 0000000000-23-012780 to Tempus AI, Inc. (TEM)
Tempus AI, Inc.
Date: Nov. 21, 2023 · CIK: 0001717115 · Accession: 0000000000-23-012780
AI Filing Summary & Sentiment
Letter
United States securities and exchange commission logo November 21, 2023 Eric Lefkofsky Chief Executive Officer Tempus Labs, Inc. 600 West Chicago Avenue, Suite 510 Chicago, Illinois 60654 Re:Tempus Labs, Inc. Amendment No. 8 to Draft Registration Statement on Form S-1 Submitted November 13, 2023 CIK No. 0001717115 Dear Eric Lefkofsky: We have reviewed your amended draft registration statement and have the following comments. Please respond to this letter by providing the requested information and either submitting an amended draft registration statement or publicly filing your registration statement on EDGAR. If you do not believe a comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing the information you provide in response to this letter and your amended draft registration statement or filed registration statement, we may have additional comments. Amendment No. 8 to Draft Registration Statement on Form S-1 Business The Tempus Platform Proprietary Software Tool Solutions, page 143 1.We note that your proprietary software employs AI techniques such as neural networks, deep learning, and other statistical techniques. Please explain how you developed and validated your artificial intelligence (“AI”) model. In the explanation, please include the data quality and robustness of the relationship predicted by the model over time, the experience of the personnel that developed the model, when the model was developed, and how long the model has been used in a clinical setting.
FirstName LastNameEric Lefkofsky Comapany NameTempus Labs, Inc. November 21, 2023 Page 2 FirstName LastName Eric Lefkofsky Tempus Labs, Inc. November 21, 2023 Page 2 AI Applications, page 164 2.We note that as your AI Applications product gains adoption, you intend to leverage large language models and generative AI algorithms. Please disclose whether you intend to develop proprietary technology, utilize open-source technology, or license the use of such technology. To the extent you intend to license existing or future technologies or plan to utilize open-source technology, please also consider revising the relevant risk disclosure to address any related risks. General 3.Given the nature of your business, please consider including definitions of "AI," "generative AI," "deep learning," "large language models," "neural networks," and any other industry-specific terminology.
Please contact Claire DeLabar at 202-551-3349 or Robert Littlepage at 202-551-3361 if you have questions regarding comments on the financial statements and related matters. Please contact Kyle Wiley at 202-344-5791 or Jan Woo at 202-551-3453 with any other questions. Sincerely, Division of Corporation Finance Office of Technology cc: Courtney Tygesson
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United States securities and exchange commission logo
November 21, 2023
Eric Lefkofsky
Chief Executive Officer
Tempus Labs, Inc.
600 West Chicago Avenue, Suite 510
Chicago, Illinois 60654
Re:Tempus Labs, Inc.
Amendment No. 8 to Draft Registration Statement on Form S-1
Submitted November 13, 2023
CIK No. 0001717115
Dear Eric Lefkofsky:
We have reviewed your amended draft registration statement and have the following
comments.
Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR. If you do not believe a comment applies to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.
After reviewing the information you provide in response to this letter and your amended
draft registration statement or filed registration statement, we may have additional comments.
Amendment No. 8 to Draft Registration Statement on Form S-1
Business
The Tempus Platform
Proprietary Software Tool Solutions, page 143
1.We note that your proprietary software employs AI techniques such as neural networks,
deep learning, and other statistical techniques. Please explain how you developed and
validated your artificial intelligence (“AI”) model. In the explanation, please include the
data quality and robustness of the relationship predicted by the model over time, the
experience of the personnel that developed the model, when the model was developed,
and how long the model has been used in a clinical setting.
FirstName LastNameEric Lefkofsky
Comapany NameTempus Labs, Inc.
November 21, 2023 Page 2
FirstName LastName
Eric Lefkofsky
Tempus Labs, Inc.
November 21, 2023
Page 2
AI Applications, page 164
2.We note that as your AI Applications product gains adoption, you intend to leverage large
language models and generative AI algorithms. Please disclose whether you intend to
develop proprietary technology, utilize open-source technology, or license the use of such
technology. To the extent you intend to license existing or future technologies or plan
to utilize open-source technology, please also consider revising the relevant risk
disclosure to address any related risks.
General
3.Given the nature of your business, please consider including definitions of "AI,"
"generative AI," "deep learning," "large language models," "neural networks," and any
other industry-specific terminology.
Please contact Claire DeLabar at 202-551-3349 or Robert Littlepage at 202-551-3361 if
you have questions regarding comments on the financial statements and related matters. Please
contact Kyle Wiley at 202-344-5791 or Jan Woo at 202-551-3453 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc: Courtney Tygesson