STOCK TITAN

Butterfly Network (BFLY) director details Rule 10b5-1 insider share sales

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

Rhea-AI Filing Summary

Butterfly Network, Inc. director and 10% owner Jonathan M. Rothberg, Ph.D. reported multiple open‑market sales of Class A common stock made under a pre‑arranged Rule 10b5‑1 trading plan adopted on March 5, 2025 for estate planning purposes.

Through JAR TR, LLC, he sold 44,781 shares at a weighted average price of $4.0067 on 12/23/2025, 2,673 shares at $4.00 on 12/24/2025, and 14,911 shares at a weighted average price of $4.0098 on 12/26/2025. After these transactions, 1,157,764, 1,155,091 and then 1,140,180 Class A shares remained indirectly owned through JAR TR, LLC.

In addition, substantial indirect holdings of Class A and Class B common stock are reported through various entities, including 4C Holdings I–V, NVR TR, JNR TR, GBR TR, EJR TR, and the reporting person’s spouse, while Dr. Rothberg disclaims beneficial ownership of these securities except to the extent of his pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider ROTHBERG JONATHAN M
Role Director, 10% Owner
Sold 62,365 shs ($250K)
Type Security Shares Price Value
Sale Class A Common Stock 14,911 $4.0098 $60K
Sale Class A Common Stock 2,673 $4.00 $11K
Sale Class A Common Stock 44,781 $4.0067 $179K
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 1,140,180 shares (Indirect, By JAR TR, LLC); Class A Common Stock — 2,880,252 shares (Direct); Class B Common Stock — 4,716,596 shares (Indirect, By 4C Holdings I, LLC)
Footnotes (1)
  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. Represents the weighted average sales price per share. The shares sold at prices ranging from $4.00 to $4.0243 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. 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. Represents the weighted average sales price per share. The shares sold at prices ranging from $4.00 to $4.02 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.
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)
12/23/2025
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 12/23/2025 S(1) 44,781 D $4.0067(2) 1,157,764 I By JAR TR, LLC(3)
Class A Common Stock 12/24/2025 S(1) 2,673 D $4 1,155,091 I By JAR TR, LLC(3)
Class A Common Stock 12/26/2025 S(1) 14,911 D $4.0098(4) 1,140,180 I By JAR TR, LLC(3)
Class A Common Stock 2,880,252 D
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 $4.00 to $4.0243 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 $4.00 to $4.02 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. 12/29/2025
** 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 filing?

The filing reports that Jonathan M. Rothberg, Ph.D., a director and 10% owner of Butterfly Network, Inc., sold shares of Class A common stock in several transactions and updated his indirect beneficial holdings.

How many Butterfly Network (BFLY) shares did Jonathan Rothberg sell and at what prices?

Through JAR TR, LLC, he sold 44,781 Class A shares at a weighted average price of $4.0067 on 12/23/2025, 2,673 shares at $4.00 on 12/24/2025, and 14,911 shares at a weighted average price of $4.0098 on 12/26/2025.

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 the reporting person on March 5, 2025, which the explanation notes was for estate planning purposes.

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

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

How many Butterfly Network (BFLY) Class A shares does JAR TR, LLC hold after the reported trades?

Following the reported transactions, 1,140,180 shares of Class A common stock are shown as beneficially owned indirectly through JAR TR, LLC.

What other entities associated with Jonathan Rothberg hold Butterfly Network (BFLY) shares?

The filing lists indirect holdings through 4C Holdings I, II, III, IV, V, LLC, NVR TR, LLC, JNR TR, LLC, GBR TR, LLC, EJR TR, LLC, and the reporting person’s spouse, Bonnie E Gould Rothberg MD, with Dr. Rothberg disclaiming beneficial ownership except for his pecuniary interest.