Butterfly Network, Inc. 8-K

What Happened
Butterfly Network, Inc. (BFLY) filed an 8-K reporting that Dr. Erica Schwartz notified the board on May 4, 2026 that she will resign as a director if and when the U.S. Senate confirms her as Director of the Centers for Disease Control and Prevention (she was nominated April 16, 2026). On May 7, 2026 the board appointed Caroll H. Neubauer as a director, effective May 18, 2026. Mr. Neubauer will serve until the Company’s 2026 Annual Meeting of Stockholders on June 18, 2026 and will join the Compensation Committee and Technology Committee.

Key Details

• Appointment effective date: May 18, 2026; board size increased to eight directors.
• Neubauer was determined to be an independent director under NYSE standards.
• Neubauer will receive standard nonemployee director compensation, including RSUs with an aggregate fair market value of $300,000 (grant calculated using the closing price on the grant date).
• The RSUs vest in equal annual installments over three years, subject to continued service; compensation will be prorated for time served in the quarter.
• Dr. Schwartz remains a nominee for the June 18, 2026 Annual Meeting; her resignation is contingent on Senate confirmation (timing and outcome unknown).
• The filing states no related-party transactions or family relationships required to be disclosed in connection with Neubauer’s appointment.

Why It Matters
This filing updates investors on a near-term change in board composition and governance: the board added an independent director (Neubauer) and increased its size, while an existing director (Dr. Schwartz) could depart if confirmed to a federal role. Changes to the board and committee assignments can affect oversight of strategy, compensation and technology initiatives. The financial impact is limited to standard nonemployee director compensation (a $300,000 RSU grant prorated and vesting over three years), and the company disclosed no related-party transactions tied to the appointment.