[Form 4] Butterfly Network, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Butterfly Network, Inc. director and 10% owner Jonathan M. Rothberg, Ph.D., reported multiple sales of Class A common stock executed indirectly through family-related LLC trusts. On 11/24/2025 and 11/25/2025, entities EJR TR, LLC, JNR TR, LLC and GBR TR, LLC each sold 370,193 and then about 224,9xx Class A shares at weighted average prices of about $3.15 and $3.27 per share under transaction code “S.” On 11/26/2025, NVR TR, LLC sold 442,539 Class A shares at a weighted average price of about $3.13 per share. The filing states these trades were made under a Rule 10b5‑1 trading plan adopted on March 5, 2025 for estate planning purposes, and that Dr. Rothberg disclaims beneficial ownership of the securities held by the various entities except to the extent of his pecuniary interest.

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)
11/24/2025

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	11/24/2025		S(1)		370,193	D	$3.15(2)	769,814	I	By EJR TR, LLC(3)
Class A Common Stock	11/24/2025		S(1)		370,193	D	$3.15(2)	870,316	I	By JNR TR, LLC(3)
Class A Common Stock	11/24/2025		S(1)		370,193	D	$3.15(2)	870,316	I	By GBR TR, LLC(3)
Class A Common Stock	11/25/2025		S(1)		224,920	D	$3.27(4)	544,894	I	By EJR TR, LLC(3)
Class A Common Stock	11/25/2025		S(1)		224,919	D	$3.27(4)	645,397	I	By JNR TR, LLC(3)
Class A Common Stock	11/25/2025		S(1)		224,919	D	$3.27(4)	645,397	I	By GBR TR, LLC(3)
Class A Common Stock	11/26/2025		S(1)		442,539	D	$3.13(5)	797,970	I	By NVR TR, LLC(3)
Class A Common Stock								2,880,252	D
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)(6)
Class B Common Stock								1,250,000	I	By JNR TR, LLC(3)(6)
Class B Common Stock								1,250,000	I	By GBR TR, LLC(3)(6)
Class B Common Stock								1,250,000	I	By EJR TR, LLC(3)(6)

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 $3.15 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 $3.16 to $3.27 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 $3.13 to $3.37 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. Includes shares of Class B common stock previously held by 4C Holdings I, LLC that were distributed for estate planning purposes to NVR TR, LLC, JNR TR, LLC, GBR TR, LLC and EJR TR, LLC.

	/s/ Michael Fantozzi, Attorney-in-Fact for Jonathan M. Rothberg, Ph.D.	11/26/2025
	** 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 Butterfly Network (BFLY) report in this Form 4 filing?

The Form 4 reports that Jonathan M. Rothberg, Ph.D., a director and 10% owner of Butterfly Network, Inc., indirectly sold multiple blocks of Class A common stock through several LLC trusts over three days in late November 2025.

How many Butterfly Network Class A shares did the reporting person sell and at what prices?

On 11/24/2025, entities EJR TR, LLC, JNR TR, LLC and GBR TR, LLC each sold 370,193 Class A shares at a weighted average price of $3.15 per share. On 11/25/2025, those three entities each sold about 224,9xx Class A shares at a weighted average price of $3.27 per share, and on 11/26/2025, NVR TR, LLC sold 442,539 Class A shares at a weighted average price of $3.13 per share.

Were the Butterfly Network 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 ongoing indirect holdings in Butterfly Network does the Form 4 disclose?

The Form 4 lists substantial remaining indirect holdings of both Class A and Class B common stock through entities including 4C Holdings I–V, LLC, NVR TR, LLC, JNR TR, LLC, JAR TR, LLC, GBR TR, LLC, EJR TR, LLC and others.

Does Jonathan Rothberg claim full beneficial ownership of the Butterfly Network shares held by related entities?

No. The filing explains that Dr. Rothberg is the manager of the related entities and the spouse of Bonnie E Gould Rothberg MD, and that he disclaims beneficial ownership of the securities they hold except to the extent of his pecuniary interest.

What does transaction code "S" mean in this Butterfly Network Form 4?

In this Form 4 table, transaction code "S" indicates open market or private sale of securities, applied to each reported sale of Class A common stock by the LLC trusts.