Director Rothberg Jonathan M disposed of $928,565 worth of shares (952,277 units at $0.98) (SEC Form 4)
$BFLY
Medical Electronics
Health Care
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Butterfly Network, Inc. [ BFLY ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/28/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class A Common Stock | 08/28/2024 | J | 952,277(1) | D | $0.9751 | 0 | I | By 1997 JMR Trust Common, LLC(2) | ||
| Class A Common Stock | 2,799,818 | D | ||||||||
| Class A Common Stock | 1,240,509 | I | By NVR TR, LLC(2) | |||||||
| Class A Common Stock | 1,240,509 | I | By JNR TR, LLC(2) | |||||||
| Class A Common Stock | 1,240,509 | I | By JAR TR, LLC(2) | |||||||
| Class A Common Stock | 1,240,509 | I | By GBR TR, LLC(2) | |||||||
| Class A Common Stock | 1,240,509 | I | By EJR TR, LLC(2) | |||||||
| Class A Common Stock | 726,696 | I | By Bonnie E Gould Rothberg MD(2) | |||||||
| Class B Common Stock | 9,716,596 | I | By 4C Holdings I, LLC(2) | |||||||
| Class B Common Stock | 2,621,701 | I | By 4C Holdings II, LLC(2) | |||||||
| Class B Common Stock | 2,621,701 | I | By 4C Holdings III, LLC(2) | |||||||
| Class B Common Stock | 2,621,701 | I | By 4C Holdings IV, LLC(2) | |||||||
| Class B Common Stock | 8,845,238 | I | By 4C Holdings V, LLC(2) | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. 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. The reporting person 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. |
| 2. Dr. Rothberg is the Manager of 1997 JMR Trust Common, 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, JAR TR, LLC, GBR TR, LLC and EJR TR, LLC, and 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. |
| /s/ Michael Fantozzi, Attorney-in-Fact for Jonathan M. Rothberg, Ph.D. | 08/30/2024 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||