Form 4: Butterfly Network Director Sells $4.7M in Stock

Jonathan M. Rothberg, a Director and 10% owner of Butterfly Network, Inc., sold over 1.1 million Class A Common Stock shares for approximately $4.7 million through a Rule 10b5-1 plan for estate planning.

Summary

• Jonathan M. Rothberg, a Director and 10% owner of Butterfly Network, Inc. (BFLY), reported the sale of Class A Common Stock.
• The transactions were executed pursuant to a Rule 10b5-1 trading plan adopted on March 5, 2025, for estate planning purposes.
• On January 6, 2026, 351,617 shares of Class A Common Stock were sold at a weighted average price of $4.0294 per share, with prices ranging from $4.00 to $4.0897.
• On January 7, 2026, 452,729 shares of Class A Common Stock were sold at a weighted average price of $4.1399 per share, with prices ranging from $4.00 to $4.2758.
• On January 8, 2026, 335,834 shares of Class A Common Stock were sold at a weighted average price of $4.1822 per share, with prices ranging from $4.04 to $4.2828.
• A total of 1,140,180 shares were disposed of indirectly by JAR TR, LLC, an entity managed by Dr. Rothberg, for an approximate total value of $4,695,900.70.
• Following these transactions, Dr. Rothberg directly holds 2,880,252 Class A Common Stock shares and indirectly holds various Class A and Class B Common Stock shares through other entities and his spouse.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to significant insider selling by a director and 10% owner. However, the negative impact is mitigated by the fact that the sales were pre-arranged under a Rule 10b5-1 plan for estate planning purposes, suggesting a planned financial move rather than a reaction to immediate company performance.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Management Comments

• The transactions reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 5, 2025, for estate planning purposes.

Industry Context

This Form 4 filing reports an insider transaction and does not provide broader industry context or trends.

Related Party Transactions

• Jonathan M. Rothberg is the Manager of JAR TR, LLC, 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, GBR TR, LLC and EJR TR, LLC.
• Jonathan M. Rothberg 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.

Stakeholder Impact

• Shareholders may perceive the significant insider selling by a director and 10% owner as a negative signal, potentially impacting investor confidence and the company's stock price.
• The disclosure of the sales being for estate planning purposes via a Rule 10b5-1 plan may temper some of the negative sentiment, indicating a pre-planned financial move rather than a reaction to recent company developments.

Key Dates

Recommendation

The recommendation is 'hold' because while significant insider selling by a director and 10% owner typically signals a lack of confidence, the context of these sales being executed under a pre-arranged Rule 10b5-1 plan for estate planning purposes mitigates the immediate negative implications. This suggests a planned financial diversification rather than an opportunistic sale based on new adverse information. Investors should monitor future insider activity and company performance, but this specific filing does not present a strong 'sell' signal given the stated purpose, nor a 'buy' signal as it represents a reduction in insider ownership.

Keywords

Butterfly Network, BFLY, Form 4, Insider Trading, Stock Sale, Jonathan Rothberg, 10b5-1 Plan, Director, 10% Owner, Estate Planning