8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 5, 2021

BUTTERFLY NETWORK, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-39292	84-4618156
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

530 Old Whitfield Street Guilford, Connecticut	06437
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (203) 689-5650

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A common stock, par value $0.0001 per share	BFLY	The New York Stock Exchange
Warrants to purchase one share of Class A common stock, each at an exercise price of $11.50 per share	BFLY WS	The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company               x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 7.01 Regulation FD Disclosure.

From time to time, Butterfly Network, Inc. (the “Company”) presents and/or distributes slides and presentations to the investment community to provide updates and summaries of its business. On March 5, 2021, the Company updated its corporate presentation, which is available on the “Investors” section of the Company’s website at http://ir.butterflynetwork.com/. This presentation is also furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 7.01 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Corporate Presentation of Butterfly Network, Inc. dated March 5, 2021.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BUTTERFLY NETWORK, INC.
By:	/s/ Todd M. Fruchterman, M.D., Ph.D.
Name:	Todd M. Fruchterman, M.D., Ph.D.
Title:	President Chief Executive Officer

Date: March 5, 2021

EX-99.1

Exhibit 99.1

1 March 5, 2020

Forward - Looking Statements This presentation includes "forward - looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. Butterfly Network, Inc.’s (the “Company”) actual results may differ from its expectations, estimates, and projections and, consequently, you sho uld not rely on these forward - looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," " cou ld," "should," "believes," "predicts," "potential," "continue," and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward - looking statements. Th ese forward - looking statements include, without limitation, the Company’s expectations with respect to financial results, future performance, development of products and services, potential re gulatory approvals, anticipated financial impacts and other effects of the Company’s business combination on its business, and the size and potential growth of current or future markets for its pr oducts and services. These forward - looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from those discussed in the forw ard - looking statements. Most of these factors are outside the Company’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: the impact of COV ID - 19 on the Company’s business; the ability to maintain the listing of the Company’s Class A common stock on the New York Stock Exchange; the ability to recognize the anticipated benefits of the b usi ness combination, which may be affected by, among other things, competition and the Company’s ability to grow and manage growth profitably and retain its key employees; changes in a ppl icable laws or regulations; the Company’s ability to raise financing in the future; the success, cost and timing of the Company’s product and service development activities; the potential attrib ute s and benefits of the Company’s products and services; the Company’s ability to obtain and maintain regulatory approval for its products, and any related restrictions and limitations o f a ny approved product; the Company’s ability to identify, in - license or acquire additional technology; the Company’s ability to maintain its existing license, manufacture, supply and distribution a gre ements; the Company’s ability to compete with other companies currently marketing or engaged in the development of products and services that the Company is currently marketing or develop ing ; the size and growth potential of the markets for the Company’s products and services, and its ability to serve those markets, either alone or in partnership with others; the pricing of the Co mpany’s products and services and reimbursement for medical procedures conducted using its products and services; the Company’s estimates regarding expenses, revenue, capital requiremen ts and needs for additional financing; the Company’s financial performance; and other risks and uncertainties indicated from time to time in the Company’s filings with the Securities and E xch ange Commission. The Company cautions that the foregoing list of factors is not exclusive. The Company cautions you not to place undue reliance upon any forward - looking statements, which speak only as of the date of this presentation. The Company does not undertake or accept any obligation or undertake to release publicly any updates or revisions to any forward - looking statements t o reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which any such statement is based. 2

`Æ”€õ Ɖ ØƋZј€·˜ÔØ Dr. Todd Fruchterman , M.D. , Ph.D President & Chief Executive Officer Dr. Jonathan M . Rothberg, Ph.D Founder & Chairman of the Board Dr. John Martin, M.D. Chief Medical Officer Gioel Molinari oSūƋ ¨ª˜¢ƋSÔÆ”äŽßƋHăŽ˜Ô Stephanie Fielding Chief Financial Officer Vision Overview Technology Clinical Financials đ

7 C - Corps (4 Catalyzer) >$750M raised TODAY Dr. Jonathan Rothberg invents next - gen DNA sequencing & wins Presidential Medal of Tech & Innovation 4 4Catalyzer and Butterfly Network are founded 2011 - 2020 2000 - 2011 Ôªî˜ÀƋõƋߨ˜ƋoªØªÆÀƋÆ¢Ƌ€ÀƋ.ÀÀÆî€ĉî˜Ƌ&ÆäÀ”˜Ô ÔŰƋ7ÆÀ€ß¨€ÀƋVÆߨ˜Ô£ƋS¨ ūƋ&ÆäÀ”˜ÔƋ€À”Ƌ ¨€ªÔ¿€ÀūƋ¨€ØƋ”˜”ªŽ€ß˜”Ƌ¨ªØƋŽ€Ô˜˜ÔƋßÆƋ˜À€¹ªÀ£Ƌ Ô˜€·ß¨ÔÆ䣨ƋߘŽ¨Àƹƣª˜ØƋßÆƋÔ˜îƹäĉÆÀªú˜Ƌ¨˜€¹ß¨Ž€Ô˜ Ű

of diagnostic dilemmas can be addressed through simple imaging 2 Our Mission is to Democratize Medical Imaging Improving healthcare access and delivery is critical. 5 of the world has no access to medical imaging 1 1. Per World Health Organization applied to current world population 2. https:// www.paho.org / hq / index.php?option = com_content&view = article&id =7410:2012 - dia - radiografia - dos - tercios - poblacion - mundial - no - tiene - acceso - diagnostico - imagen&Itemid=1926&lang= en

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Confidential — Not for Distribution äĊ˜ÔĈõƋZßÆÔõ INNOVATION TRANSFORMATION IMPACT Highly differentiated proprietary hardware and software ultrasound technology that provides important diagnostic information at the point of care. By integrating the Butterfly solution into clinical workflow across a variety of care settings, providers can make more informed decisions earlier in a patient’s care journey , reducing overall cost of care. Butterfly seeks to drive a fundamental change in healthcare by driving better health outcomes to ultimately deliver on the promise of value - based care and global health equity. 7

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© 2020 Butterfly Network, Inc. Connected Solution A Disruptive Fusion of Hardware and Software Sold in over 20 countries with FDA clearance and CE - Mark. Powered by Ultrasound - on - Chip lj 10 Clinical Data (GX &RQWHQW

Semiconductor - Based Technology Designed to Reinvent Ultrasound Semiconductors revolutionized the consumer imaging market twenty years ago and we expect it will revolutionize medical imaging for the coming decades. 1. See “How Many Photos Will Be Taken in 2020?” (January 10, 2020), https://focus.mylio.com/tech - today/how - many - photos - will - be - taken - in - 2020, and “How Many Photos Have Ever Been Taken?” (March 10, 2012), https://fstoppers.com/other/stats - how - many - photos - have - ever - been - taken - 5173#:~:text=Approximately 3.5 trillion photos have,were taken throughout the 1800s.” 2. Implied using the 2020 cost of a roll of film ($4.33) and the 2020 cost to develop a roll of film ($5.00). Assumes 24 imag es per roll of film Revolution in Photography Revolution in Ultrasound Imaging .¿€£˜ØƋ €ÑßäÔ˜” ď `ª¿˜ƋßÆƋ ˜î˜¹ÆÑƋ żÑ˜ÔƋª¿€£˜Ž Cost (for total) Ability to Share? 1990 2020 57 billion 1.4 trillion HÀ˜Ƌ¨ÆäÔ .ÀØ߀Àß $22 billion 2 Cost of a Smartphone No Yes Portability Miniaturization potential ÆØß ż¢ÆÔƋßÆ߀¹Ž ÆÀÀ˜Žĉîªċ Shared institutional device Personal use model None Wearables and other form factors possible $ 45 - 60 k $2k S¨õتŽ€¹ƋA˜”ª€ B€ĉî˜Ƌ.Àߘ£Ô€ĉÆÀ Past Decade iQ & Forward 11

Semiconductor - based Ultrasound Introduces a New Era of Imaging Ultrasound - on - Chip lj is a proprietary, patented technological breakthrough. Traditional Handheld Butterfly # of probes for whole - body imaging 2 - 3 probe 1 probe Typical one - probe performance 1 - 4MHz 7 - 10MHz 1 - 10MHz Typical number of elements/transducer 64 - 128 Elements 9000 Elements Typical imaging capability 2D 2D, 3D visualization Signal Processing 64 Channel 1024 channel Manufacturing technology Piezoelectric crystals Scalable semiconductor manufacturing Form Factor Probe only Multiple form factors including wearables 1 12 ď ŰƋ Z䍴˜ŽßƋßÆƋ€ÑÑÔÆÑÔª€ß˜ƋÔ˜£ä¹€ßÆÔõƋ€äߨÆÔªú€ĉÆÀØ

A Complete Imaging Ecosystem with Butterfly An all - in - one proprietary ultrasound solution to transform care delivery with over 200 patents issued .

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Butterfly is Working to Realize the Full Potential of POCUS Breaking through the barriers of conventional ultrasound systems. Ultrasound usage today has been constrained by high upfront system cost, limited access, and suboptimal convenience. 15 Versatility SÆÔ߀ª¹ªċ Affordability eØ€ª¹ªċ

16 16 Evolution of POCUS in Emergency Medicine The growth of EMED acts as a model for other specialties.

Better Decisions Lead to Value Creation Research released regularly to support value across healthcare system. 17 ;äÀ£Ƌä¹ßÔ€ØÆäÀ”Ƌ¢ÆÔƋߨ˜Ƌ”ª€£ÀÆتØƋ Æ¢ƋZ VZ ƀ Æo ƀ ĐƋ SÀ˜ä¿ÆÀª€ƋªÀƋߨ˜Ƌ ¿˜Ô£˜ÀŽõƋ ˜Ñ€Ôß¿˜Àß A randomized controlled trial of lung ultrasound - guided therapy in heart failure eؘƋ€À”Ƌª¿Ñ€ŽßƋÆ¢ƋÑƪÀß ƀ Æ¢ ƀ Ž€Ô˜Ƌ ä¹ßÔ€ØÆÀƣԀѨõƋªÀƋ£˜À˜Ô€¹ƋÑÔ€ŽĉŽ˜ŪƋ €ƋÑÔÆØјŽĉî˜ƋƍؘÔî€ĉÆÀ€¹ƋØßä”õ Venous Thrombosis during Spaceflight Chest X - ray for the Diagnosis of COVID - 19 Pneumonia Time to Add a Fifth Pillar to Bedside Physical Examination

The Potential of POCUS with Butterfly Disrupting the $8 billion global ultrasound market by expanding access to care in new care settings. Imaging Centers ,ÆØѪ߀¹ Niche Doctor Offices &äßäÔ˜Ƌ ôÑ€ÀتÆÀƋ Æ¢Ƌ €Ô˜Ƌ Z˜ĊªÀ£Ø Pre - Hospital Home Veterinary Dialysis Centers ASCs eÔ£˜ÀßƋ €Ô˜ Long - term Care ¿˜Ô£ªÀ£Ƌ A€Ô·˜ßØ Traditional Scan Settings Primary Care Hospitalists Orthopedics Cardiology BäÔؘƋ SÔ€ŽĉĉÆÀ˜ÔØ Nursing ďĖ Expanded Care Settings New users adopting POCUS

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Disrupting a Large and Expanding Total Addressable Market Focus on expansion into new settings beyond legacy ultrasound market with large addressable populations. Sources: 1. Per WHO World Health Report Global Medical Doctors 2. Comprised of Anesthesiologists, Primary Care Physicians, Medical Schools, Emergency Medicine, Hospital Medicine, Musculoskele tal , and Urology Healthcare Practitioners in core geographies where the company is pursuing commercial efforts 3. Per WHO World Health Report Global Nurses and Midwives 4. Comprised of 1/3 of nurses and midwives in core geographies where the company is pursuing commercial efforts 5. Per CDC 2009 Power of Prevention, in 2005 133M Americans had at least one chronic illness. Per the Lancet, by 2020 157M US c iti zens were predicted to have more than one chronic condition, with an estimated 81M having multiple conditions Ɣ ďĐ AƋ ď >100M Chronic Patients in the US Alone 5 A˜”ªŽ€¹Ƌ ÆŽßÆÔØ 3M+ Initial Target 2 Addressable Populations Nursing and Midwives 28M+ 3 5M+ Initial Target 4 `ª¿˜ ƈ 25M+ Urinary Incontinence ē AƧƋ ¨ÔÆÀªŽƋ ,˜€ÔßƋ &€ª¹äÔ˜Ƌ ż ,&ŽƋ ~0.5M Dialysis 40M+ Global Healthcare Practitioners 20

Confidential — Not for Distribution Attractive Economic Characteristics to Drive Growth , ;`,vƋ&.B B . ;Z FOCUSED INVESTMENT Z`VHB'Ƌ Z,ƋSHZ.`.HB Significant and sustainable revenue growth with improving gross margins. Focused near - term investments to build scale and drive growth. A strong balance sheet supporting the initial investment phas e. 21

Robust Revenue Growth with Roadmap to Compelling Margin Buying patterns will tend to weigh revenue toward Q4. ĐĐ 2020 Ǝ Ē ē 2021 Revenue ($ in millions) $78 2022 $137 ĐĎĐđ $235 ĐĎĐĒ $334 >70% 2020 2021 2022 ĐĎĐđ 2024 'ÔÆØØ Ƌ A€Ô£ªÀ 43% 51% 60% 68% N/A

ZßԀߘ£õƋÆ¢Ƌ V€Ñª”Ƌ'ÔÆïߨƋߨÔÆ䣨Ƌ.Àî˜Øß¿˜ÀßƋªÀƋߨ˜Ƌ äتÀ˜ØØ B˜Ċ˜”ƋƎ ēĒĎ AAƋ¢ÔÆ¿ƋZS Ƌ€À”ƋS.S ƋªÀî˜Øß¿˜ÀßØƋßÆƋ¢˜˜”Ƌ£ÔÆïß¨Ű 23 Æ¿¿˜ÔŽª€¹ªú€ĉÆÀ Innovation Organizational Capabilities Rapidly scale go - to - market approach to reach and engage customers. Accelerate product development across clinical software, enterprise workflow integration, and hardware platform to meet the needs of the expanding user s and care venues. Hire top talent for key roles to enable scale across the entire organization.

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