Personalis, Inc. Announces Proposed Acquisition by Tempus AI

What Happened
Personalis, Inc. announced on July 20, 2026 that it entered into a definitive Agreement and Plan of Merger with Tempus AI, Inc. Under the agreement, Tempus’s wholly owned subsidiaries Aviary Development, Inc. (Merger Sub I) and Toucan Development, LLC (Merger Sub II) will complete a two-step merger: first Merger Sub I will merge into Personalis (with Personalis surviving as a direct, wholly-owned Tempus subsidiary), then Personalis will merge into Merger Sub II (with Merger Sub II surviving). The companies issued a joint press release (attached as Exhibit 99.1) that also included certain preliminary financial and operational results for the quarter ended June 30, 2026.

Key Details

• Date filed: July 20, 2026; parties: Personalis, Inc. and Tempus AI, Inc.
• Transaction structure: two-step merger via Merger Sub I (Aviary Development, Inc.) and Merger Sub II (Toucan Development, LLC).
• The press release attached to the 8-K (Exhibit 99.1) includes preliminary financial and operational results for the quarter ended June 30, 2026.
• Tempus will file a registration statement on Form S-4 and a Schedule 13E-3; the merger will be subject to stockholder approvals and customary closing conditions and regulatory clearances.

Why It Matters
If completed, the transaction will make Personalis a direct, wholly-owned subsidiary of Tempus, which is a material corporate change for shareholders. The filing signals upcoming formal disclosures (Form S-4/proxy statement) that will contain detailed terms, incentives, and risk factors—investors should review those documents when available. The press release’s preliminary quarter results provide an initial financial update, but the merger remains subject to shareholder votes, regulatory approvals and other closing conditions, so completion is not guaranteed.