STOCK TITAN

Butterfly Network, Inc. (BFLY) insider 10b5-1 sale of 3,126,453 shares

(Very High)
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Butterfly Network, Inc. director and 10% owner Jonathan M. Rothberg reported that entities he manages sold 3,126,453 shares of Class B common stock on July 17–21, 2026 in open‑market or private transactions at weighted‑average prices of $6.5959, $6.6138 and $6.7359 per share. The Class B shares automatically converted into Class A common stock on a one‑to‑one basis upon sale under a Rule 10b5‑1 trading plan adopted March 13, 2026 for estate planning purposes. Reported indirect holdings include 496,680 Class B shares by EJR TR, LLC and 72,724 Class B shares by NVR TR, LLC, among other entities, while Rothberg disclaims beneficial ownership of these securities except to the extent of his pecuniary interest.

Positive

  • None.

Negative

  • None.

Insights

Analyzing...

Insider ROTHBERG JONATHAN M
Role Director, 10% Owner
Sold 3,126,453 shs ($20.75M)
Type Security Shares Price Value
Sale Class B Common Stock F1, F2, F6, F4 753,320 $6.7359 $5.07M
Sale Class B Common Stock F1, F2, F5, F4 1,177,276 $6.6138 $7.79M
Sale Class B Common Stock F1, F2, F3, F4 1,195,857 $6.5959 $7.89M
holding Class A Common Stock -- -- --
holding Class A Common Stock F4 -- -- --
holding Class B Common Stock F4 -- -- --
holding Class B Common Stock F4 -- -- --
holding Class B Common Stock F4 -- -- --
holding Class B Common Stock F4 -- -- --
holding Class B Common Stock F4 -- -- --
holding Class B Common Stock F4 -- -- --
Holdings After Transaction: Class B Common Stock — 54,143 shares (Indirect, By GBR TR, LLC); Class B Common Stock — 72,724 shares (Indirect, By NVR TR, LLC); Class B Common Stock — 496,680 shares (Indirect, By EJR TR, LLC); Class A Common Stock — 105,881 shares (Direct); Class A Common Stock — 726,696 shares (Indirect, By Bonnie E Gould Rothberg MD); Class B Common Stock — 4,716,596 shares (Indirect, By 4C Holdings I, LLC); Class B Common Stock — 2,621,701 shares (Indirect, By 4C Holdings II, LLC); Class B Common Stock — 2,621,701 shares (Indirect, By 4C Holdings III, LLC); Class B Common Stock — 2,621,701 shares (Indirect, By 4C Holdings IV, LLC); Class B Common Stock — 8,845,238 shares (Indirect, By 4C Holdings V, LLC); Class B Common Stock — 36,366 shares (Indirect, By JNR TR, LLC)
Footnotes (6)
  1. F1. In accordance with its terms, the Class B common stock automatically converted into Class A common stock, on a one-to-one basis, upon sale.
  2. F2. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 13, 2026 for estate planning purposes.
  3. F3. Represents the weighted average sales price per share. The shares sold at prices ranging from $6.435 to $6.855 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.
  4. F4. 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, 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.
  5. F5. Represents the weighted average sales price per share. The shares sold at prices ranging from $6.44 to $6.72 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.
  6. F6. Represents the weighted average sales price per share. The shares sold at prices ranging from $6.505 to $6.8755 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.
Total shares sold 3,126,453 shares Aggregate non-derivative Class B sales by managed entities on July 17–21, 2026
Shares sold 2026-07-17 (GBR TR, LLC) 1,195,857 shares Class B sale at weighted-average price $6.5959 per share
Shares sold 2026-07-20 (NVR TR, LLC) 1,177,276 shares Class B sale at weighted-average price $6.6138 per share
Shares sold 2026-07-21 (EJR TR, LLC) 753,320 shares Class B sale at weighted-average price $6.7359 per share
Class B to Class A conversion ratio 1-to-1 Class B common stock automatically converted into Class A common stock upon sale
Indirect holding by 4C Holdings I, LLC 4,716,596 shares Reported Class B common stock held indirectly as of July 17, 2026
Indirect holding by 4C Holdings V, LLC 8,845,238 shares Reported Class B common stock held indirectly as of July 17, 2026
Direct Class A holding 105,881 shares Class A common stock held directly by Jonathan M. Rothberg as of July 17, 2026
Rule 10b5-1 trading plan regulatory
"transactions reported ... were effected pursuant to a Rule 10b5-1 trading plan adopted"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average sales price financial
"Represents the weighted average sales price per share. The shares sold at prices"
beneficial ownership financial
"Dr. Rothberg disclaims beneficial ownership of the securities held by these persons"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"except to the extent of his pecuniary interest therein"
Class B common stock financial
"In accordance with its terms, the Class B common stock automatically converted"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates

FAQ

What insider activity did Butterfly Network (BFLY) disclose in this Form 4?

Butterfly Network reported that entities managed by director and 10% owner Jonathan M. Rothberg sold 3,126,453 Class B shares on July 17–21, 2026. These sales occurred in open‑market or private transactions and the shares automatically converted into Class A common stock upon sale.

How many Butterfly Network (BFLY) shares were sold on each reported date?

On July 17, 2026, GBR TR, LLC sold 1,195,857 Class B shares. On July 20, 2026, NVR TR, LLC sold 1,177,276 shares. On July 21, 2026, EJR TR, LLC sold 753,320 shares, for a total of 3,126,453 shares sold.

At what prices were the Butterfly Network (BFLY) shares sold?

The reported weighted‑average sale prices were $6.5959 per share on July 17, $6.6138 on July 20, and $6.7359 on July 21. Footnotes state that actual sale prices fell within specified ranges for each day, with full detail available upon request.

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

Yes. The filing states the transactions were effected pursuant to a Rule 10b5‑1 trading plan adopted by Jonathan M. Rothberg on March 13, 2026 for estate planning purposes. The document‑level 10b5‑1 checkbox is also marked as affirmed.

What Butterfly Network (BFLY) holdings does Jonathan M. Rothberg report after these sales?

Reported positions include 496,680 Class B shares held by EJR TR, LLC and 72,724 Class B shares held by NVR TR, LLC, plus other indirect Class B holdings and 105,881 Class A shares held directly. Rothberg disclaims beneficial ownership of entity‑held shares beyond his pecuniary interest.

How were Butterfly Network (BFLY) Class B shares treated in these transactions?

For the reported sales, the Class B common stock automatically converted into Class A common stock on a one‑to‑one basis upon sale. This automatic conversion is described in a footnote explaining the treatment of Class B shares when they are sold.
SEC Form 4
FORM 4UNITED 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 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)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class B Common Stock(1)07/17/2026S(2)1,195,857D$6.5959(3)54,143IBy GBR TR, LLC(4)
Class B Common Stock(1)07/20/2026S(2)1,177,276D$6.6138(5)72,724IBy NVR TR, LLC(4)
Class B Common Stock(1)07/21/2026S(2)753,320D$6.7359(6)496,680IBy EJR TR, LLC(4)
Class A Common Stock105,881D
Class A Common Stock726,696IBy Bonnie E Gould Rothberg MD(4)
Class B Common Stock4,716,596IBy 4C Holdings I, LLC(4)
Class B Common Stock2,621,701IBy 4C Holdings II, LLC(4)
Class B Common Stock2,621,701IBy 4C Holdings III, LLC(4)
Class B Common Stock2,621,701IBy 4C Holdings IV, LLC(4)
Class B Common Stock8,845,238IBy 4C Holdings V, LLC(4)
Class B Common Stock36,366IBy JNR TR, LLC(4)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. In accordance with its terms, the Class B common stock automatically converted into Class A common stock, on a one-to-one basis, upon sale.
2. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 13, 2026 for estate planning purposes.
3. Represents the weighted average sales price per share. The shares sold at prices ranging from $6.435 to $6.855 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.
4. 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, 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.
5. Represents the weighted average sales price per share. The shares sold at prices ranging from $6.44 to $6.72 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.
6. Represents the weighted average sales price per share. The shares sold at prices ranging from $6.505 to $6.8755 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.07/21/2026
** Signature of Reporting PersonDate
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)