Butterfly CEO sells shares to cover RSU taxes

Butterfly Network, Inc. director and President & CEO Joseph DeVivo reported an open-market sale of 204,725 shares of Class A common stock at a weighted average price of $7.873 per share.

Rhea-AI Filing Summary

Butterfly Network, Inc. director and President & CEO Joseph DeVivo reported an open-market sale of 204,725 shares of Class A common stock at a weighted average price of $7.873 per share. According to the company’s policy, these automatic “sell-to-cover” transactions were executed solely to satisfy tax withholding obligations from vesting restricted stock units and were not at his discretion.

Following the sale, DeVivo directly holds 7,883,844 shares of Butterfly Network common stock. His holdings include 28,835 shares acquired under the company’s employee stock purchase plan on June 30, 2025 and 28,835 shares acquired on June 30, 2026, as noted in the filing footnotes.

Insider Trade Summary

Net Seller: 204,725 shares

Net Sell 1 txn

Insider DEVIVO JOSEPH

Role President & CEO

Sold 204,725 shs ($1.61M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	204,725	$7.873	$1.61M

Holdings After Transaction: Class A Common Stock — 7,883,844 shares (Direct)

Footnotes (3)

1. F1. 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. F2. Represents the weighted average sales price per share. The shares sold at prices ranging from $7.735 to $8.11 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.
3. F3. Includes 28,835 shares acquired under the Issuer's employee stock purchase plan on June 30, 2025 and 28,835 shares acquired under the Issuer's employee stock purchase plan on June 30, 2026.

Key Figures

Shares sold: 204,725 shares Weighted average sale price: $7.873 per share Sale price range: $7.735–$8.11 per share +3 more

6 metrics

Shares sold 204,725 shares Open-market sale on 2026-07-07 to cover tax withholding

Weighted average sale price <money>$7.873</money> per share Average price for 204,725 shares sold

Sale price range <money>$7.735</money>–<money>$8.11</money> per share Range of individual transaction prices within the reported sale

Shares held after transaction 7,883,844 shares Direct ownership after the 204,725-share sale

ESPP shares acquired 2025-06-30 28,835 shares Acquired under employee stock purchase plan on June 30, 2025

ESPP shares acquired 2026-06-30 28,835 shares Acquired under employee stock purchase plan on June 30, 2026

Key Terms

sell-to-cover, restricted stock units, employee stock purchase plan

3 terms

sell-to-cover financial

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

Sell-to-cover is when part of newly issued or exercised company stock is immediately sold to pay required taxes and fees, so the recipient keeps the remaining shares. For investors this matters because it reduces the number of shares insiders or employees actually hold after a grant, can create small, routine share sales that aren’t signal of cashing out, and slightly increases share supply on the market—like selling a portion of a paycheck to cover the tax bill.

restricted stock units financial

"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.

employee stock purchase plan financial

"Includes 28,835 shares acquired under the Issuer's employee stock purchase plan"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Butterfly Network (BFLY) CEO Joseph DeVivo report in this Form 4?

Joseph DeVivo reported selling 204,725 shares of Butterfly Network Class A common stock at a weighted average price of $7.873 per share. The filing states these were automatic transactions linked to tax withholding obligations from vesting restricted stock units.

Were Joseph DeVivo’s BFLY share sales discretionary or tax-related?

The filing describes the sales as automatic, tax-related transactions under a company “sell-to-cover” policy. Shares were sold solely to satisfy tax withholding obligations arising from the vesting of restricted stock units, rather than discretionary open-market sales initiated by DeVivo.

How many Butterfly Network (BFLY) shares does the CEO hold after the transaction?

After the reported sale, Joseph DeVivo directly holds 7,883,844 shares of Butterfly Network Class A common stock. This post-transaction figure includes shares accumulated over time, such as those purchased through the company’s employee stock purchase plan.

At what prices were the BFLY shares sold in this Form 4 filing?

The reported 204,725 Butterfly Network shares were sold at a weighted average price of $7.873 per share. Individual sale prices ranged from $7.735 to $8.11 per share, with detailed breakdowns available on request from the company or regulators.

What role did restricted stock units play in the Butterfly Network Form 4?

The sale was tied to vesting restricted stock units granted to Joseph DeVivo. When these RSUs vested, the issuer’s sell-to-cover policy required selling enough shares to cover tax withholding obligations, which generated the 204,725-share sale reported in the Form 4.

How do employee stock purchase plan shares factor into the CEO’s BFLY holdings?

The filing notes DeVivo’s holdings include 28,835 shares acquired under Butterfly Network’s employee stock purchase plan on June 30, 2025 and another 28,835 shares on June 30, 2026. These plan purchases are part of his total reported direct ownership.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/08/2026 - 04:25 PM Learn about SEC filing dates

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^*

DEVIVO JOSEPH

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/07/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	07/07/2026		S(1)		204,725	D	$7.873(2)	7,883,844(3)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

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 $7.735 to $8.11 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.

3. Includes 28,835 shares acquired under the Issuer's employee stock purchase plan on June 30, 2025 and 28,835 shares acquired under the Issuer's employee stock purchase plan on June 30, 2026.

	/s/ Nick Caezza, Attorney-in-Fact	07/08/2026
	** 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)