Form 4: Butterfly Network CEO Acquires RSUs, Sells for Tax

Sentiment:

Insider Transaction Report


Butterfly Network's President & CEO, Joseph DeVivo, acquired restricted stock units and subsequently sold a portion to cover tax obligations.

Summary

  • Joseph DeVivo, President & CEO and Director of Butterfly Network, Inc. (BFLY), reported transactions involving Class A Common Stock.
  • On March 2, 2026, DeVivo acquired 1,424,534 restricted stock units (RSUs) at a price of $0.
  • Each RSU represents the right to receive one share of Class A Common Stock upon vesting.
  • These RSUs are scheduled to vest in three equal annual installments, commencing on March 1, 2027, contingent on DeVivo's continued service.
  • Following this acquisition, DeVivo's direct beneficial ownership stood at 8,674,323 shares.
  • On March 3, 2026, DeVivo disposed of 161,275 shares of Class A Common Stock at a weighted average sales price of $3.712 per share.
  • This sale was executed under the Issuer's 'sell-to-cover' policy to satisfy tax withholding obligations related to the vesting of restricted stock units.
  • The sales were automatic and not at the discretion of DeVivo, with prices ranging from $3.575 to $3.80 per share.
  • After the disposition, DeVivo's direct beneficial ownership decreased to 8,513,048 shares.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this filing as slightly positive. The RSU grant indicates continued executive incentive and alignment with shareholder interests, while the subsequent sale is a non-discretionary tax-related event, which is common.

Positives

  • The grant of 1,424,534 restricted stock units to the President & CEO aligns management's long-term interests with those of shareholders, incentivizing continued performance and growth.

Negatives

  • A disposition of 161,275 shares, even for tax purposes, represents a reduction in the CEO's direct equity holdings, though it was not a discretionary sale.

Future Outlook

The acquired restricted stock units are scheduled to vest in three equal annual installments beginning on March 1, 2027, subject to the Reporting Person's continued service.

Management Comments

  • The Issuer has adopted a 'sell-to-cover' policy to satisfy the tax withholding obligations of the Reporting Person, making such sales automatic and not at the discretion of the Reporting Person.

Industry Context

StockSavvy.ai notes that Form 4 filings detailing insider transactions, such as RSU grants and subsequent tax-related sales, are routine disclosures for publicly traded companies. These transactions provide transparency into executive compensation and equity ownership, which is standard practice across the healthcare technology sector.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Policy DisclosureDisclosure of the Issuer's 'sell-to-cover' policy, which mandates automatic sales of shares to satisfy tax withholding obligations upon RSU vesting.N/AThis policy ensures compliance with tax obligations for executive compensation and clarifies that such sales are not discretionary trading decisions by the insider.

Stakeholder Impact

  • Shareholders: The RSU grant aligns the CEO's interests with shareholders for long-term value creation. The tax-related sale results in a minor, non-discretionary dilution.

Next Steps

  • The restricted stock units will begin vesting in three equal annual installments starting March 1, 2027.

Key Dates

DateDescription
03/02/2026Acquisition of 1,424,534 Class A Common Stock (RSUs) by Joseph DeVivo.
03/03/2026Disposition of 161,275 Class A Common Stock by Joseph DeVivo for tax withholding obligations.
03/01/2027First annual installment vesting date for the acquired restricted stock units.

Keywords

BFLY, Butterfly Network, Joseph DeVivo, Form 4, Insider Transaction, Restricted Stock Units, RSU, Stock Sale, CEO

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