AGREEMENT AND PLAN OF MERGER by and among Tempus AI, Inc., as Parent, Aviary Development, Inc., as Merger Sub I, Toucan Development, LLC, as Merger Sub II, and Personalis, Inc., as the Company Dated as of July 20, 2026Merger Agreement • July 20th, 2026 • Tempus AI, Inc. • Services-computer programming, data processing, etc. • Nevada
Contract Type FiledJuly 20th, 2026 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 20, 2026, is by and among Tempus AI, Inc., a Nevada corporation (“Parent”), Aviary Development, Inc., a Delaware corporation and a direct, wholly-owned Subsidiary of Parent (“Merger Sub I”), Toucan Development, LLC, a Nevada limited liability company and a direct, wholly-owned Subsidiary of Parent (“Merger Sub II” and, together with Merger Sub I, the “Merger Subs”) and Personalis, Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Annex I or as otherwise defined elsewhere in this Agreement, unless the context clearly provides otherwise. Parent, the Merger Subs and the Company are each sometimes referred to herein as a “Party” and collectively, as the “Parties.”
AGREEMENT AND PLAN OF MERGER by and among Tempus AI, Inc., as Parent, Aviary Development, Inc., as Merger Sub I, Toucan Development, LLC, as Merger Sub II, and Personalis, Inc., as the Company Dated as of July 20, 2026Merger Agreement • July 20th, 2026 • Personalis, Inc. • Services-medical laboratories • Nevada
Contract Type FiledJuly 20th, 2026 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 20, 2026, is by and among Tempus AI, Inc., a Nevada corporation (“Parent”), Aviary Development, Inc., a Delaware corporation and a direct, wholly-owned Subsidiary of Parent (“Merger Sub I”), Toucan Development, LLC, a Nevada limited liability company and a direct, wholly-owned Subsidiary of Parent (“Merger Sub II” and, together with Merger Sub I, the “Merger Subs”) and Personalis, Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Annex I or as otherwise defined elsewhere in this Agreement, unless the context clearly provides otherwise. Parent, the Merger Subs and the Company are each sometimes referred to herein as a “Party” and collectively, as the “Parties.”