4C Holdings I Form 4 Butterfly Network / JONATHAN M ROTHBERG ownership change

SEC Form 4

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).

1. Name and Address of Reporting Person^*

ROTHBERG JONATHAN M

(Last) (First) (Middle)

C/O BUTTERFLY NETWORK, INC.

530 OLD WHITFIELD STREET

(Street)

GUILFORD CT 06437

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Butterfly Network, Inc. [ BFLY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/21/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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	03/21/2022		J(1)		6,202,545	D	$0	0	I	By 23rd Century Capital LLC(2)
Class A Common Stock	03/21/2022		J(1)		6,202,545	A	$0	6,202,545	I	By 2012 JMR Trust Common, LLC(2)
Class B Common Stock	03/21/2022		J(1)		6,202,545	D	$0	9,716,596	I	By 4C Holdings I, LLC(2)
Class B Common Stock	03/21/2022		J(1)		6,202,545	A	$0	8,845,238	I	By 4C Holdings V, 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 A Common Stock								2,527,904	D
Class A Common Stock								726,696	I	By Bonnie E Gould Rothberg MD(2)
Class A Common Stock								952,277	I	By 1997 JMR Trust Common, LLC(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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

1. Name and Address of Reporting Person^*

ROTHBERG JONATHAN M

(Last) (First) (Middle)

C/O BUTTERFLY NETWORK, INC.

530 OLD WHITFIELD STREET

(Street)

GUILFORD CT 06437

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

4C Holdings I, LLC

(Last) (First) (Middle)

C/O BUTTERFLY NETWORK, INC.

530 OLD WHITFIELD STREE

(Street)

GUILFORD CT 06437

(City) (State) (Zip)

Explanation of Responses:

1. In connection with estate planning, transfers of 6,202,545 shares of Class A Common Stock transferred by 23rd Century Capital LLC to 2012 JMR Trust Common, LLC and 6,202,545 shares of Class B Common Stock transferred by 4C Holdings I, LLC to 4C Holdings V, LLC, in each case with no consideration received in exchange therefor other than the shares to be received by the transferees.

2. Dr. Rothberg is a member of 23rd Century Capital LLC and the Manager of 1997 JMR Trust Common, LLC, 2012 JMR Trust Common, LLC, 4C Holdings I, LLC, 4C Holdings II, LLC, 4C Holdings III, LLC, 4C Holdings IV, LLC and 4C Holdings V, 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/ John P. Condon, Attorney-in-Fact for Jonathan M. Rothberg, Ph.D.	03/23/2022
	/s/ John P. Condon, Attorney-in-Fact for 4C Holdings I, LLC	03/23/2022
	** Signature of Reporting Person	Date
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