Form 4: Butterfly Network Director Erica Schwartz Receives Annual RSU Grant
Insider Transaction Report
Erica Schwartz, a Director at Butterfly Network, Inc., was granted 80,434 Restricted Stock Units as part of her annual nonemployee director compensation, vesting in 2026.
Summary
- Erica Schwartz, a Director of Butterfly Network, Inc. (BFLY), was granted 80,434 shares of Class A Common Stock in the form of Restricted Stock Units (RSUs).
- The transaction occurred on June 13, 2025, with a price of $0.00 per share, indicating a grant rather than a purchase.
- These RSUs are part of the annual compensation for nonemployee directors, issued under the company's Amended and Restated Nonemployee Director Compensation Policy.
- Each RSU represents the right to receive one share of Class A common stock upon vesting.
- Following this transaction, Ms. Schwartz beneficially owns 376,252 shares of Class A Common Stock.
- The RSUs are scheduled to vest in full on the date of Butterfly Network's 2026 Annual Stockholders Meeting, contingent upon Ms. Schwartz's continued service on the Board of Directors until that date.
Sentiment
Score: 6
Explanation: The filing is a routine insider transaction (Form 4) reporting an RSU grant to a director. While not inherently negative, it's a standard compensation event and doesn't provide significant new positive or negative operational or financial news. It reflects ongoing corporate governance and compensation practices.
Positives
- The grant of RSUs aligns the director's interests with long-term shareholder value, as the value of the compensation is tied to the company's stock performance.
- It reflects a standard compensation practice for nonemployee directors, indicating continuity in corporate governance and compensation policies.
Risks
- The vesting of the RSUs is contingent on the director's continued service, meaning the compensation is not guaranteed if service ceases before the vesting date.
- The value of the compensation is subject to the future market price of Butterfly Network's Class A common stock, introducing market risk for the director.
Future Outlook
The RSUs are granted for services to be rendered to the Issuer as a member of its Board of Directors, indicating an expectation of continued service until at least the 2026 Annual Stockholders Meeting.
Industry Context
This is a routine insider transaction filing (Form 4) related to director compensation. Such RSU grants are common practice across various industries for non-employee director compensation, aiming to align their interests with long-term shareholder value.
Comparison to Industry Standards
- The grant of Restricted Stock Units (RSUs) as part of nonemployee director compensation is a common practice across publicly traded companies, including those in the medical technology and healthcare sectors.
- This method aligns director incentives with shareholder interests, similar to compensation structures at companies like Intuitive Surgical (ISRG) or Medtronic (MDT), which also utilize equity grants for their board members.
- The vesting schedule tied to continued service until the next annual meeting is also standard, ensuring commitment and long-term engagement from board members.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Policy Reference | The RSU grant is made pursuant to the Issuer's Amended and Restated Nonemployee Director Compensation Policy, indicating an existing and potentially updated policy governing director compensation. | NA | Reinforces the company's established framework for compensating nonemployee directors with equity, aligning their interests with long-term company performance. |
Related Party Transactions
- The grant of 80,434 Restricted Stock Units to Erica Schwartz, a Director of Butterfly Network, Inc., constitutes a related party transaction as it involves compensation to a member of the company's board.
Stakeholder Impact
- Shareholders: The grant aligns the director's interests with shareholders, as the value of the RSUs depends on the company's stock performance. It represents a form of dilution upon vesting, but it's a standard cost of governance.
- Employees: No direct impact on employees is indicated by this filing.
Next Steps
- The RSUs are expected to vest in full on the date of Butterfly Network's 2026 Annual Stockholders Meeting, subject to Erica Schwartz's continued service on the Board of Directors.
Key Dates
| Date | Description |
|---|---|
| 06/13/2025 | Date of transaction where Erica Schwartz was granted 80,434 Restricted Stock Units. |
| 06/17/2025 | Date the Form 4 was signed by Heather Getz, Attorney-in-Fact for Erica Schwartz. |
| 2026 Annual Stockholders Meeting | Expected vesting date for the 80,434 RSUs, subject to continued service. |
Keywords
Butterfly Network, BFLY, SEC Form 4, Restricted Stock Units, RSU, Insider Transaction, Director Compensation, Equity Grant, Stock Ownership, Corporate Governance
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