Butterfly Network (BFLY) director & 10% owner sells 132,570 shares under 10b5-1 plan

Rhea-AI Filing Summary

Butterfly Network, Inc.$3.079 per share through JNR TR, LLC. The sales were executed under a pre-arranged Rule 10b5-1 trading plan adopted on March 5, 2025 for estate planning purposes, with individual trade prices ranging from $3.07 to $3.105 per share.

After this transaction, Rothberg continues to beneficially own substantial stakes in Butterfly Network’s Class A and Class B common stock through multiple entities, including JNR TR, LLC, EJR TR, LLC, GBR TR, LLC, NVR TR, LLC and several 4C Holdings entities, as well as through his spouse.

12/02/2025 - 05:58 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).

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)
11/28/2025

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	11/28/2025		S(1)		132,570	D	$3.079(2)	512,827	I	By JNR TR, LLC(3)
Class A Common Stock								2,880,252	D
Class A Common Stock								544,894	I	By EJR TR, LLC(3)
Class A Common Stock								645,397	I	By GBR TR, LLC(3)
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 $3.105 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.

	/s/ Jonathan M. Rothberg, Ph.D.	12/02/2025
	** 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 insider transaction did Butterfly Network (BFLY) report in this Form 4?

The filing reports that Jonathan M. Rothberg, Ph.D., a director and 10% owner of Butterfly Network, Inc., sold 132,570 shares of Class A common stock on 11/28/2025 through JNR TR, LLC.

At what price were the BFLY shares sold by Jonathan Rothberg?

The shares were sold at a weighted average price of $3.079 per share, with individual sales prices ranging from $3.07 to $3.105 per share.

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

Yes. The transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by Jonathan Rothberg on March 5, 2025 for estate planning purposes.

What is Jonathan Rothberg’s relationship to Butterfly Network (BFLY)?

Jonathan M. Rothberg, Ph.D., is identified as a Director and 10% Owner of Butterfly Network, Inc. in the filing.

How does Jonathan Rothberg hold his Butterfly Network (BFLY) shares after the sale?

Following the reported transaction, Rothberg beneficially owns Butterfly Network Class A and Class B common stock indirectly through multiple entities, including JNR TR, LLC, EJR TR, LLC, GBR TR, LLC, NVR TR, LLC, several 4C Holdings entities, and through his spouse, Bonnie E Gould Rothberg MD.

Does Jonathan Rothberg disclaim any beneficial ownership of BFLY securities?

Yes. Rothberg states that he disclaims beneficial ownership of the securities held by the listed entities and his spouse, except to the extent of his pecuniary interest in them.