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Filing Details

Accession Number:: 0001104659-21-024570
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-02-16 21:13:33
Reporting Period:: 2021-02-12

Accepted Time:: 2021-02-16 21:13:33
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1804176	Butterfly Network Inc.	BFLY	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1228603	Larry Robbins	767 Fifth Avenue, 44Th Floor New York NY 10153		Yes	No	Yes	No
1804090	Longview Investors Llc	767 Fifth Avenue, 44Th Floor New York NY 10153		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2021-02-12	10,275,000	$0.00	10,275,000	No	4	C	Indirect	See footnote
Class A Common Stock	Acquisiton	2021-02-12	2,274,846	$0.00	12,549,846	No	4	P	Indirect	See footnote
Class A Common Stock	Acquisiton	2021-02-12	2,500,000	$10.00	15,049,846	No	4	P	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See footnote
No	4	P	Indirect	See footnote
No	4	P	Indirect	See footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2021-02-12	10,275,000	$0.00	10,275,000	$0.00
Class A Common Stock	Warrants to purchase Class A Common Stock	Acquisiton	2021-02-12	6,853,333	$1.50	6,853,333	$11.50

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0			No	4	C	Indirect
6,853,333			No	4	P	Indirect

Footnotes

In connection with the completion of the Issuer's initial business combination (the "Business Combination") pursuant to the Business Combination Agreement, dated November 19, 2020, by and among Longview Acquisition Corp. ("Longview"), Clay Merger Sub, Inc., a wholly owned subsidiary of Longview ("Merger Sub"), and Butterfly Network, Inc. ("Butterfly"), the shares of Class B Common Stock automatically converted into shares of Class A Common Stock on a one-for-one basis for no additional consideration. As part of the Business Combination, Longview changed its name to Butterfly Network, Inc. (the "Issuer") on February 12, 2021.
Longview Investors LLC (the "Sponsor"), or its affiliates, is the record holder of the securities reported herein. Mr. Robbins is the managing member of the Sponsor. Mr. Robbins shares voting and dispositive power over the securities held by the Sponsor and may be deemed to beneficially own such securities. Mr. Robbins disclaims beneficial ownership over any securities owned by the Sponsor other than to the extent of any pecuniary interest he may have therein.
Received upon the closing of the Business Combination (the "Closing") pursuant to the automatic conversion of the principal amount plus accrued but unpaid interest on certain convertible notes issued by Butterfly and assumed by the Issuer immediately prior to the Closing, held by Glenview Capital Partners, L.P., Glenview Institutional Partners, L.P., Glenview Capital Master Fund, LTD., Glenview Capital Opportunity Fund, L.P. and Glenview Offshore Opportunity Master Fund, LTD. (the "Glenview Investment Funds"). The conversion was effected with shares of Class A Common Stock calculated by dividing the outstanding principal plus accrued but unpaid interest on each convertible note by $10.00, rounded down to the nearest whole number of shares.
Mr. Robbins is the Founder, Portfolio Manager and CEO of Glenview Capital Management, LLC, which serves as investment manager to each of the Glenview Investment Funds. Mr. Robbins shares voting and dispositive power over the shares held by the Glenview Investment Funds and may be deemed to beneficially own such shares. Mr. Robbins disclaims beneficial ownership over any securities owned by the Glenview Investment Funds other than to the extent of any pecuniary interest he may have therein.
The Glenview Investment Funds purchased 2,500,000 shares of Class A Common Stock from the Issuer, at a price of $10.00 per share, in a private placement immediately prior to the Closing. Mr. Robbins is the Founder, Portfolio Manager and CEO of Glenview Capital Management, LLC, which serves as investment manager to each of the Glenview Investment Funds.
Pursuant to the Private Placement Warrant Purchase Agreement, effective as of May 20, 2020, by and between Longview and the Sponsor, the Sponsor purchased an aggregate of 6,853,333 warrants to purchase Class A ordinary shares, each warrant entitling the Sponsor, upon exercise, to purchase one share of Class A Common Stock (the "Private Placement Warrants") for a price of $1.50 per Private Placement Warrant. Upon consummation of the Business Combination, the Private Placement Warrants become exercisable beginning May 26, 2021 for one share of Class A Common Stock at a price of $11.50 per share. The Private Placement Warrants expire on the fifth anniversary of the consummation of the Business Combination.