Butterfly Network (BFLY) counsel granted 89,359 RSUs, files tax sale

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Butterfly Network, Inc. deputy general counsel Nicholas Caezza reported equity compensation and a related tax sale. He was granted 89,359 restricted stock units, each representing one share of Class A common stock, vesting in three equal annual installments beginning on March 1, 2027, subject to continued service.

To cover tax withholding from RSU vesting under the company’s sell-to-cover policy, he automatically sold 14,209 Class A shares in an open-market transaction at a weighted average price of $3.712 per share, with prices ranging from $3.575 to $3.80. Following these transactions, he directly held 312,040 shares, including 5,855 shares acquired under the employee stock purchase plan on December 31, 2025.

Insider Trade Summary

Net Seller: 14,209 shares ($52,744)

Net Sell 2 txns

Insider Caezza Nicholas

Role Deputy General Counsel

Sold 14,209 shs ($53K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	14,209	$3.712	$53K
Grant/Award	Class A Common Stock	89,359	$0.00	--

Holdings After Transaction: Class A Common Stock — 312,040 shares (Direct)

Footnotes (1)

Consists of restricted stock units ("RSUs"). Each RSU represents the right to receive one share of Class A Common Stock upon vesting. The RSUs vest in three equal annual installments beginning on March 1, 2027, subject to the Reporting Person's continued service on each such vesting date. Includes 5,855 shares acquired under the Issuer's employee stock purchase plan on December 31, 2025. 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 $3.575-$3.80 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.

Form 4 Insider Transactions: What Each Field Means →

03/04/2026 - 04:11 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

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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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)
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	03/02/2026		A		89,359⁽¹⁾	A	$0	326,249⁽²⁾	D
Class A Common Stock	03/03/2026		S⁽³⁾		14,209	D	$3.712⁽⁴⁾	312,040	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. Consists of restricted stock units ("RSUs"). Each RSU represents the right to receive one share of Class A Common Stock upon vesting. The RSUs vest in three equal annual installments beginning on March 1, 2027, subject to the Reporting Person's continued service on each such vesting date.

2. Includes 5,855 shares acquired under the Issuer's employee stock purchase plan on December 31, 2025.

3. 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.

4. Represents the weighted average sales price per share. The shares sold at prices ranging from $3.575-$3.80 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	03/04/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

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

Butterfly Network deputy general counsel Nicholas Caezza reported an award of 89,359 restricted stock units and an automatic sale of 14,209 Class A shares. The sale was to cover tax withholding obligations related to RSU vesting under the company’s sell-to-cover policy.

How many RSUs were granted to Butterfly Network (BFLY) deputy general counsel Nicholas Caezza?

Nicholas Caezza received 89,359 restricted stock units, each convertible into one share of Class A common stock. These RSUs vest in three equal annual installments starting March 1, 2027, and require his continued service with Butterfly Network on each vesting date.

Why did Nicholas Caezza sell 14,209 Butterfly Network (BFLY) shares?

The 14,209 shares were sold solely to satisfy tax withholding obligations tied to RSU vesting. Butterfly Network uses a sell-to-cover policy, so these sales occurred automatically and were not discretionary trading decisions by Nicholas Caezza in the open market.

At what price were the 14,209 Butterfly Network (BFLY) shares sold by Nicholas Caezza?

The 14,209 shares were sold at a weighted average price of $3.712 per share. Individual sales occurred within a price range of $3.575 to $3.80, and detailed trade breakdowns are available upon request from the company or regulators.

How many Butterfly Network (BFLY) shares does Nicholas Caezza own after these transactions?

After the reported award and tax-related sale, Nicholas Caezza directly holds 312,040 shares of Butterfly Network Class A common stock. This figure includes 5,855 shares he acquired previously through the company’s employee stock purchase plan on December 31, 2025.

When do Nicholas Caezza’s Butterfly Network (BFLY) RSUs vest?

The 89,359 Butterfly Network RSUs granted to Nicholas Caezza vest in three equal annual installments. Vesting begins on March 1, 2027, and continues annually, conditioned on his continued service with the company on each scheduled vesting date.