Butterfly Network (BFLY) deputy GC auto-sells shares for tax withholding

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Butterfly Network, Inc. Deputy General Counsel Nicholas Caezza reported an open-market sale of 1,733 shares of Class A common stock at a weighted average price of $4.519 per share. After this transaction, he directly holds 310,307 shares.

According to the disclosure, the company has adopted a sell-to-cover policy for employee tax withholding. The shares sold represent the amount required to satisfy tax withholding obligations related to vesting of restricted stock units, and the sale was automatic rather than at Caezza’s discretion.

Insider Trade Summary

Net Seller: 1,733 shares ($7,831)

Net Sell 1 txn

Insider Caezza Nicholas

Role Deputy General Counsel

Sold 1,733 shs ($8K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	1,733	$4.519	$8K

Holdings After Transaction: Class A Common Stock — 310,307 shares (Direct, null)

Footnotes (1)

The Issuer has adopted a "sell-to-cover" policy to satisfy the tax withholding obligations of the Reporting Person. The sales reported on this Form 4 represent the number of shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units. Such sales were automatic and not at the discretion of the Reporting Person. Represents the weighted average sales price per share. The shares sold at prices ranging from $4.46 to $4.57 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.

Key Figures

Shares sold: 1,733 shares Weighted average sale price: $4.519 per share Post-transaction holdings: 310,307 shares +1 more

4 metrics

Shares sold 1,733 shares Open-market sale on 2026-06-02 under sell-to-cover policy

Weighted average sale price $4.519 per share Class A Common Stock on 2026-06-02

Post-transaction holdings 310,307 shares Direct ownership following the reported sale

Price range of sales $4.46 to $4.57 per share Range of trade prices for reported transaction

Key Terms

sell-to-cover policy, restricted stock units, weighted average sales price, Form 4

4 terms

sell-to-cover policy financial

"The Issuer has adopted a "sell-to-cover" policy to satisfy the tax withholding obligations of the Reporting Person."

restricted stock units financial

"to cover tax withholding obligations in connection with the vesting of restricted stock units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

weighted average sales price financial

"Represents the weighted average sales price per share."

Form 4 regulatory

"The sales reported on this Form 4 represent the number of shares required to be sold"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

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Form 4 Insider Transactions: What Each Field Means →

06/04/2026 - 04:02 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Caezza Nicholas

(Last)

(First)

(Middle)

C/O BUTTERFLY NETWORK, INC.

1600 DISTRICT AVENUE

(Street)

BURLINGTON

MASSACHUSETTS

01803

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Butterfly Network, Inc. [ BFLY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Deputy General Counsel

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/02/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	06/02/2026		S⁽¹⁾		1,733	D	$4.519⁽²⁾	310,307	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The Issuer has adopted a "sell-to-cover" policy to satisfy the tax withholding obligations of the Reporting Person. The sales reported on this Form 4 represent the number of shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units. Such sales were automatic and not at the discretion of the Reporting Person.

2. Represents the weighted average sales price per share. The shares sold at prices ranging from $4.46 to $4.57 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.

	/s/ Nick Caezza	06/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Butterfly Network (BFLY) report for Nicholas Caezza?

Butterfly Network reported that Deputy General Counsel Nicholas Caezza sold 1,733 shares of Class A common stock. The transaction was tied to a sell-to-cover tax policy related to vesting restricted stock units, rather than a discretionary open-market sale for portfolio reasons.

At what price did Nicholas Caezza’s Butterfly Network (BFLY) shares sell?

The reported weighted average sales price was $4.519 per share for Caezza’s 1,733 sold shares. Footnotes state the actual sale prices ranged from $4.46 to $4.57 per share, with detailed trade-level information available upon request to appropriate parties.

How many Butterfly Network (BFLY) shares does Nicholas Caezza hold after this Form 4 sale?

Following the reported transaction, Nicholas Caezza directly holds 310,307 shares of Butterfly Network Class A common stock. This provides context showing the 1,733 shares sold represent a small portion of his overall reported holdings after the sell-to-cover related transaction.

Why were Nicholas Caezza’s Butterfly Network (BFLY) shares sold according to the Form 4?

The filing states Butterfly Network uses a sell-to-cover policy to meet employee tax withholding obligations. Caezza’s reported share sale reflects automatic sales required to cover taxes from vesting restricted stock units, and the filing notes these sales were not at his discretion.

What does Butterfly Network’s sell-to-cover policy mean for this BFLY insider sale?

A sell-to-cover policy means shares are automatically sold to cover tax withholding when equity awards vest. For this Form 4, Butterfly Network explains Caezza’s 1,733-share sale occurred under that policy, indicating the transaction was tax-driven rather than a voluntary decision to reduce exposure.

How were the sale prices for Nicholas Caezza’s Butterfly Network (BFLY) transaction structured?

The Form 4 discloses only a weighted average price of $4.519 per share. It further explains individual trades occurred between $4.46 and $4.57 per share, with full breakdowns available upon request to regulators, the company, or security holders.