Form 4: Butterfly Network Director Jonathan Rothberg Sells Shares for Estate Planning

Jonathan Rothberg, a director and significant shareholder of Butterfly Network, sold 952,277 shares of Class A Common Stock at $0.9751 per share for estate planning purposes.

Summary

• On August 28, 2024, Jonathan M. Rothberg, a director and 10% owner of Butterfly Network, Inc. (BFLY), sold 952,277 shares of Class A Common Stock.
• The shares were sold at a price of $0.9751 per share.
• The transaction was executed by 1997 JMR Trust Common, LLC, of which Dr. Rothberg is the Manager.
• The sale was conducted for estate planning purposes.
• Following the transaction, Dr. Rothberg continues to hold a significant number of shares both directly and indirectly through various entities.
• Dr. Rothberg presently intends but is not required to repurchase shares in the future, subject to compliance with laws and the registrant's policies, as well as then-market conditions.

Sentiment

Score: 5

Explanation: The sentiment is neutral. The sale is for estate planning purposes, which is a common practice. However, large insider sales can sometimes create uncertainty.

Positives

• The stated reason for the sale is estate planning, which is a common and legitimate financial planning strategy.
• Rothberg presently intends but is not required to repurchase shares in the future, subject to compliance with laws and the registrant's policies, as well as then-market conditions.

Negatives

• A large sale of shares by a director could be perceived negatively by the market, potentially putting downward pressure on the stock price.

Risks

• The market may react negatively to the sale, even if it's for estate planning purposes.
• Future repurchases are not guaranteed and are subject to market conditions and company policies.

Future Outlook

Dr. Rothberg presently intends but is not required to repurchase shares in the future, subject to compliance with laws and the registrant's policies, as well as then-market conditions.

Management Comments

• The shares were sold by 1997 JMR Trust Common, LLC for estate planning purposes in a direct sale to an affiliated party of the registrant.
• Dr. Rothberg disclaims beneficial ownership of the securities held by these persons and entities except to the extent of his pecuniary interest therein.

Industry Context

Sales by insiders are a common occurrence, and the market typically assesses the reason behind the sale to determine its impact. Estate planning is generally viewed as a neutral reason.

Stakeholder Impact

• Shareholders may react to the news of the sale, potentially impacting the stock price.

Key Dates