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Butterfly Network (BFLY) director Jonathan Rothberg reports Rule 10b5-1 stock sales

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Butterfly Network, Inc. insider Jonathan M. Rothberg, Ph.D., a director and 10% owner, reported multiple open-market sales of Class A common stock in mid-December 2025 under a pre-arranged Rule 10b5-1 trading plan adopted on March 5, 2025 for estate planning purposes. On December 10, 2025, an affiliated entity, EJR TR, LLC, sold 288,918 Class A shares at a weighted average price of $3.1332 per share. On December 11, 2025, EJR TR, LLC sold 123,354 Class A shares at a weighted average price of $3.0816 per share. On December 12, 2025, EJR TR, LLC sold 82,262 Class A shares and JNR TR, LLC sold 111,031 Class A shares, each at a weighted average price of $3.0804 per share. Following these transactions, Rothberg continues to report indirect holdings in multiple entities and disclaims beneficial ownership beyond his pecuniary interest.

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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).
X
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*
ROTHBERG JONATHAN M

(Last) (First) (Middle)
C/O BUTTERFLY NETWORK, INC.
1600 DISTRICT AVENUE

(Street)
BURLINGTON MA 01803

(City) (State) (Zip)
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 X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/10/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 12/10/2025 S(1) 288,918 D $3.1332(2) 255,976 I By EJR TR, LLC(3)
Class A Common Stock 12/11/2025 S(1) 123,354 D $3.0816(4) 132,622 I By EJR TR, LLC(3)
Class A Common Stock 12/12/2025 S(1) 82,262 D $3.0804(5) 50,360 I By EJR TR, LLC(3)
Class A Common Stock 12/12/2025 S(1) 111,031 D $3.0804(5) 0 I By JNR TR, LLC(3)
Class A Common Stock 2,880,252 D
Class A Common Stock 797,970 I By NVR TR, LLC(3)
Class A Common Stock 1,240,509 I By JAR TR, LLC(3)
Class A Common Stock 726,696 I By Bonnie E Gould Rothberg MD(3)
Class B Common Stock 4,716,596 I By 4C Holdings I, LLC(3)
Class B Common Stock 2,621,701 I By 4C Holdings II, LLC(3)
Class B Common Stock 2,621,701 I By 4C Holdings III, LLC(3)
Class B Common Stock 2,621,701 I By 4C Holdings IV, LLC(3)
Class B Common Stock 8,845,238 I By 4C Holdings V, LLC(3)
Class B Common Stock 1,250,000 I By NVR TR, LLC(3)
Class B Common Stock 1,250,000 I By JNR TR, LLC(3)
Class B Common Stock 1,250,000 I By GBR TR, LLC(3)
Class B Common Stock 1,250,000 I By EJR TR, LLC(3)
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 transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 5, 2025 for estate planning purposes.
2. Represents the weighted average sales price per share. The shares sold at prices ranging from $3.07 to $3.19 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. Dr. Rothberg is the Manager of 4C Holdings I, LLC, 4C Holdings II, LLC, 4C Holdings III, LLC, 4C Holdings IV, LLC, 4C Holdings V, LLC, NVR TR, LLC, JNR TR, LLC, JAR TR, LLC, GBR TR, LLC and EJR TR, LLC, and is the spouse of Bonnie E Gould Rothberg MD. Dr. Rothberg disclaims beneficial ownership of the securities held by these persons and entities except to the extent of his pecuniary interest therein.
4. Represents the weighted average sales price per share. The shares sold at prices ranging from $3.07 to $3.1089 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.
5. Represents the weighted average sales price per share. The shares sold at prices ranging from $3.07 to $3.13 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/ Jonathan M. Rothberg, Ph.D. 12/12/2025
** 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.

FAQ

What did Jonathan M. Rothberg report in this Form 4 for Butterfly Network (BFLY)?

Jonathan M. Rothberg, Ph.D., a director and 10% owner of Butterfly Network, Inc. (BFLY), reported several sales of Class A common stock in December 2025 by entities he manages, primarily EJR TR, LLC and JNR TR, LLC.

How many Butterfly Network (BFLY) Class A shares were sold on December 10, 2025?

On December 10, 2025, EJR TR, LLC sold 288,918 shares of Butterfly Network Class A common stock at a weighted average price of $3.1332 per share.

What share sales did Butterfly Network (BFLY) insider Jonathan Rothberg report on December 11 and 12, 2025?

On December 11, 2025, EJR TR, LLC sold 123,354 Class A shares at a weighted average price of $3.0816. On December 12, 2025, EJR TR, LLC sold 82,262 Class A shares and JNR TR, LLC sold 111,031 Class A shares, each at a weighted average price of $3.0804.

Were the Butterfly Network (BFLY) insider sales made under a Rule 10b5-1 trading plan?

Yes. The filing states that the transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 5, 2025 for estate planning purposes.

What prices were received for the Butterfly Network (BFLY) shares sold in these transactions?

The reported trades used weighted average sale prices: $3.1332 per share on December 10, $3.0816 per share on December 11, and $3.0804 per share on December 12, 2025. The filing notes actual sale prices ranged between approximately $3.07 and $3.19 per share.

Does Jonathan Rothberg still have indirect holdings in Butterfly Network (BFLY) after these sales?

Yes. The report lists continued indirect holdings of Class A and Class B common stock through multiple entities, including various 4C Holdings LLCs and several trusts. Rothberg disclaims beneficial ownership of these securities except to the extent of his pecuniary interest.

What is Jonathan Rothberg’s relationship to the entities holding Butterfly Network (BFLY) shares?

The filing states that Dr. Rothberg is the Manager of 4C Holdings I–V, LLC, NVR TR, LLC, JNR TR, LLC, JAR TR, LLC, GBR TR, LLC and EJR TR, LLC, and is the spouse of Bonnie E Gould Rothberg MD, through whom additional indirect holdings are reported.
Butterfly Network Inc

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778.01M
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7.54%
Medical Devices
X-ray Apparatus & Tubes & Related Irradiation Apparatus
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United States
BURLINGTON