Erik Phelps
About Erik Phelps
Erik Phelps, 54, is Executive Vice President, Chief Administrative and Legal Officer (since June 2020), and was previously EVP & General Counsel (2017–2020); he holds a B.A. from Beloit College and a J.D. from George Washington University Law School . Company operating performance during his current tenure includes 85% year-over-year total revenue growth in Q3 2025 ($334.2M vs. $180.9M) and improvement in adjusted EBITDA to $1.5M from $(21.8)M in Q3 2024; nine-month revenue grew 84% year-over-year to $904.6M, while adjusted EBITDA improved to $(20.3)M from $(97.0)M .
Company Performance (for context)
| Metric | Q3 2024 | Q3 2025 |
|---|---|---|
| Total Net Revenue ($USD Thousands) | $180,929 | $334,206 |
| Adjusted EBITDA ($USD Thousands) | $(21,843) | $1,476 |
| Metric | 9M 2024 | 9M 2025 |
|---|---|---|
| Total Net Revenue ($USD Thousands) | $492,718 | $904,578 |
| Adjusted EBITDA ($USD Thousands) | $(96,955) | $(20,278) |
Past Roles
| Organization | Role | Years | Strategic Impact/Notes |
|---|---|---|---|
| Epic Systems Corporation | General Counsel | 2013–2017 | Led legal for major EHR provider |
| Tempus AI, Inc. | EVP & General Counsel | 2017–2020 | Transitioned legal function through growth phase |
External Roles
| Organization | Role | Years | Strategic Impact/Notes |
|---|---|---|---|
| None disclosed | — | — | No external board roles disclosed for Phelps in company filings |
Fixed Compensation
- Not disclosed: As an Emerging Growth Company, Tempus provides detailed compensation only for the CEO and two next most highly compensated officers; Phelps is not among those named and his base salary/bonus are not provided in the 2025 proxy .
Performance Compensation
- Equity vehicle mix: Tempus uses RSUs and PSUs; the company currently does not grant stock options or similar option-like instruments .
- Accounting treatment: RSUs with market conditions use Monte Carlo valuation; performance-condition awards are expensed if probable; details of Phelps’s specific award metrics/targets are not disclosed .
- Clawback policy: Tempus adopted an Incentive Compensation Recoupment Policy (SEC/Nasdaq-compliant) for incentive pay tied to financial reporting measures when a restatement is required; applicable to current and former executive officers .
Equity Ownership & Alignment
- Beneficial ownership: Phelps’s individual share/RSU holdings are not itemized in the proxy’s beneficial ownership table (which lists directors and named executive officers); thus his ownership % of outstanding shares is not disclosed .
- Hedging/pledging: Company Insider Trading Policy prohibits hedging transactions, publicly traded options on company stock, holding shares in margin accounts, and pledging as loan collateral—supporting alignment and lowering risk of forced selling .
Rule 10b5-1 Trading Arrangement (Insider Selling Pressure Indicator)
| Name & Position | Action | Adoption Date | Plan Scope | Planned Sales | Plan Expiration |
|---|---|---|---|---|---|
| Erik Phelps, EVP, Chief Administrative & Legal Officer | Adoption (Rule 10b5-1) | Sep 15, 2025 | Sales of 24,198 owned shares and up to 90% of net shares from vesting of 45,834 RSUs (after tax withholding) | Indeterminable aggregate (depends on tax withholding and actual RSU vesting) | Dec 15, 2026 |
- Implication: The plan allows systematic sales of both existing shares and most net RSU vesting shares through late 2026, indicating ongoing supply into the market and potential selling pressure around vesting dates .
Employment Terms
- Contract framework: The proxy states that named executive officers have at-will employment agreements that set initial base salary and incorporate proprietary information and inventions assignment; while Phelps’s specific agreement is not provided, this reflects standard executive terms at Tempus .
- Non-compete/non-solicit: No Phelps-specific non-compete/non-solicit provisions are disclosed; company-wide Insider Trading and Clawback policies apply .
Investment Implications
- Alignment: Prohibition on hedging/pledging strengthens alignment by preventing downside protection or leverage against company stock; clawback policy adds accountability for incentive pay tied to financial reporting .
- Selling overhang: Phelps’s 10b5-1 plan permits sale of most net RSU vesting shares through 12/15/2026, creating scheduled liquidity events that may coincide with vesting dates and contribute to insider supply; monitor Form 4 filings to quantify realized sales over time .
- Transparency gap: As an EGC, detailed pay-for-performance metrics, targets, and Phelps’s fixed/variable pay are not disclosed, limiting direct assessment of compensation-performance alignment; focus instead on observed corporate operating progress (revenue growth, EBITDA trends) and insider trading activity to infer incentives .
- Execution context: Company performance is improving (strong revenue growth; adjusted EBITDA trending better), which can support retention if equity value realization aligns with vesting; however, the scheduled sales under the plan suggest Phelps will be regularly monetizing equity, reducing exposure to long-term stock appreciation between vesting dates .