Form 4: Butterfly Network Director Sells $250K in Stock

Jonathan M. Rothberg, a Director and 10% owner of Butterfly Network, Inc., sold 62,365 shares of Class A Common Stock for approximately $250,000 through a pre-arranged 10b5-1 plan for estate planning.

Summary

• Jonathan M. Rothberg, a Director and 10% owner of Butterfly Network, Inc. (BFLY), sold a total of 62,365 shares of Class A Common Stock.
• The sales occurred on December 23, 2025, December 24, 2025, and December 26, 2025.
• The shares were sold at weighted average prices ranging from $4.00 to $4.0243 per share.
• These transactions were executed under a Rule 10b5-1 trading plan established on March 5, 2025, for estate planning purposes.
• Following these transactions, Dr. Rothberg's indirect beneficial ownership through JAR TR, LLC decreased to 1,140,180 shares of Class A Common Stock.
• Dr. Rothberg continues to hold significant direct and indirect beneficial ownership in both Class A and Class B Common Stock through various entities and his spouse.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to a significant insider sale by a Director and 10% owner. While the sale is under a 10b5-1 plan for estate planning, which mitigates some concerns, any large insider divestment can still be perceived as a lack of confidence or a move to reduce exposure, potentially impacting investor sentiment.

Positives

• The sales were conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a planned, non-discretionary transaction rather than an immediate reaction to new information.
• The stated purpose of the plan is for estate planning, which is a common and legitimate reason for insider sales.

Negatives

• A Director and 10% owner selling a significant number of shares (62,365 shares) could be perceived negatively by investors, potentially signaling a lack of confidence or a desire to reduce exposure.
• The total value of shares sold is approximately $250,000, representing a notable divestment.

Risks

• The sale of shares by a significant insider, even under a 10b5-1 plan, could lead to negative market sentiment or speculation regarding the company's future prospects.

Future Outlook

NA

Industry Context

Insider selling, even under a 10b5-1 plan, is often scrutinized by the market as it can be interpreted as a signal regarding an insider's perception of the company's valuation or future prospects. While the stated reason is estate planning, the market may still react to the divestment by a significant owner and director.

Related Party Transactions

• The sales were conducted by Jonathan M. Rothberg, a Director and 10% owner.
• Dr. Rothberg disclaims beneficial ownership of securities held by various LLCs (JAR TR, LLC, 4C Holdings I-V, LLCs, NVR TR, LLC, JNR TR, LLC, GBR TR, LLC, EJR TR, LLC) and his spouse (Bonnie E Gould Rothberg MD) except to the extent of his pecuniary interest therein. These entities and individuals are considered related parties due to his managerial role or spousal relationship.

Stakeholder Impact

• Shareholders: May interpret the insider sale as a negative signal, potentially leading to downward pressure on the stock price or increased scrutiny of the company's prospects.
• Employees: No direct impact mentioned, but a decline in stock price could affect equity compensation value.

Key Dates

Recommendation

While the sale by a Director and 10% owner is a notable event, it was conducted under a pre-arranged 10b5-1 plan for estate planning purposes, which suggests it's not based on new, adverse material information. However, significant insider selling can still create negative sentiment. Given the context, a 'hold' recommendation is appropriate, advising investors to monitor future developments and the company's performance rather than making an immediate 'buy' or 'sell' decision solely based on this insider transaction.

Keywords

Butterfly Network, BFLY, Jonathan Rothberg, Insider Sale, Form 4, 10b5-1 Plan, Stock Transaction, Director Sale, Estate Planning, Medical Devices, Ultrasound