SCHEDULE: Rothberg Sets Rule 10b5-1 Sales Plan for Butterfly Network Shares

Jonathan Rothberg and affiliated entities have established a Rule 10b5-1 trading plan to sell up to 8,413,277 shares of Butterfly Network (BFLY) Class A and Class B common stock.

Summary

• Jonathan Rothberg, along with 4C Holdings I-IV, LLC, and Dr. Bonnie Rothberg, has entered into a Rule 10b5-1 trading plan.
• The plan allows for the sale of up to 8,413,277 shares of Butterfly Network (BFLY) common stock.
• Sales can commence on a date determined by the later of 90 days after the cooling-off period or two business days after the Issuer provides a Financial Results Notice, but no later than 120 days after the Effective Date.
• The sales plan is set to terminate on November 12, 2027, or upon the sale of the specified number of shares, or other events outlined in the plan.
• The plan is designed for orderly disposition of holdings and complies with Rule 10b5-1 requirements.
• A sale of 659,913 shares of Class B common stock occurred on July 22, 2026, at a weighted average price of $6.4698 per share, converting to Class A upon sale.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral, as it primarily details a pre-planned stock sale strategy under Rule 10b5-1, rather than announcing new financial performance or strategic shifts.

Positives

• The establishment of a Rule 10b5-1 plan provides a structured and compliant method for selling shares, mitigating concerns about insider trading.
• The plan allows for an orderly disposition of shares, potentially reducing market impact.
• The sales are subject to minimum price and volume parameters, offering some control over execution.

Negatives

• The plan involves the potential sale of a significant number of shares (up to 8,413,277), which could exert downward pressure on the stock price.
• The commencement of sales is contingent on the issuer disclosing financial results, introducing a variable timeline.
• There is no guarantee that all or any shares will be sold under the plan.

Risks

• Market disruption, banking moratoriums, trading suspensions, or other crises could lead to the suspension of sales.
• Legal, contractual, or regulatory restrictions applicable to the seller or broker could halt sales.
• Sales that would materially impact the trading price of the stock may be suspended.
• The plan's effectiveness is dependent on compliance with Rule 10b5-1 and other securities laws.

Future Outlook

The future outlook regarding share sales is dependent on the execution of the Rule 10b5-1 plan, which allows for the sale of up to 8,413,277 shares by November 12, 2027, subject to market conditions and plan parameters. The commencement of sales is tied to the issuer's financial result disclosures.

Management Comments

• The Rule 10b5-1 plan is entered into in connection with estate planning.
• The plan is designed to permit the orderly disposition of a portion of the Seller's holdings of Common Stock.
• The Seller is entering into this Sales Plan in good faith and not as part of a plan or scheme to evade the prohibitions of Rule 10b-5.

Industry Context

StockSavvy.ai notes that the establishment of Rule 10b5-1 plans by significant shareholders is a common practice for managing stock sales in a compliant manner, especially for affiliates or insiders. This filing indicates a planned divestment strategy rather than a reaction to immediate company performance.

Stakeholder Impact

• Shareholders may experience increased selling pressure on BFLY stock due to the planned sale of up to 8,413,277 shares.
• The orderly nature of the Rule 10b5-1 plan aims to minimize disruptive impacts on the market price.

Next Steps

• Sales of Butterfly Network shares will commence according to the schedule and conditions outlined in the Rule 10b5-1 plan.
• The plan will terminate on November 12, 2027, or upon completion of sales.
• The seller will continue to comply with all applicable laws and regulations, including Section 16 of the Exchange Act.

Key Dates

Recommendation

The filing details a pre-arranged stock sale plan by an affiliate, which is a standard procedure for managing holdings. It does not provide new information about the company's financial health or strategic direction that would warrant a buy or sell recommendation. Therefore, a 'hold' stance is appropriate pending further material developments.

Keywords

Rule 10b5-1, Stock Sale, Trading Plan, Affiliate Sales, Butterfly Network, Jonathan Rothberg, Common Stock, Securities Act