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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.
Eric Lefkofsky
FirstName LastNameEric Lefkofsky
Tempus Labs, Inc.
Comapany 21,
November NameTempus
2023 Labs, Inc.
November
Page 2 21, 2023 Page 2
FirstName LastName
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