$BFLY·8-K

Butterfly Network, Inc. · Jun 22, 4:20 PM ET

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Butterfly Network, Inc. 8-K

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Butterfly Network Reports 2026 Annual Meeting Results

What Happened Butterfly Network, Inc. (BFLY) filed an 8-K on June 22, 2026 reporting the outcomes of its 2026 Annual Meeting of Stockholders. Holders of 163,228,826 shares of Class A common stock and 26,426,937 shares of Class B common stock were present or represented by proxy (Class A votes = 1 per share; Class B votes = 20 per share; both classes voted together). Seven director nominees — Joseph DeVivo; Jonathan M. Rothberg, Ph.D.; Larry Robbins; Caroll H. Neubauer; Elazer Edelman, M.D., Ph.D.; S. Louise Phanstiel; and Erica Schwartz, M.D., J.D., M.P.H. — were elected to one-year terms. Stockholders also ratified Deloitte & Touche LLP as the company’s independent auditor for fiscal 2026 and approved, on a non-binding advisory basis, the compensation of the company’s named executive officers.

Key Details

  • Shares represented: 163,228,826 Class A shares and 26,426,937 Class B shares at the meeting; classes voted together with Class B carrying 20 votes per share.
  • Directors elected (vote totals "For"): DeVivo 621,675,693; Rothberg 622,369,243; Robbins 622,081,118; Neubauer 622,482,090; Edelman 622,169,037; Phanstiel 621,997,159; Schwartz 621,848,491. Broker non-votes for director elections: 68,273,752.
  • Auditor ratification: Deloitte & Touche LLP approved 690,013,905 For, 1,037,128 Against, 716,533 Abstain.
  • Advisory "say-on-pay" vote: approved 614,118,861 For, 8,857,243 Against, 517,710 Abstain; broker non-votes: 68,273,752.

Why It Matters The filing confirms governance outcomes that affect company oversight: the board remains largely intact with seven directors re-elected, and the auditor slot for fiscal 2026 was formally ratified. The advisory approval of executive compensation signals shareholder support, though it is non-binding. Investors should note the large number of broker non-votes reported in director and say-on-pay items, which can reflect unmet voting instructions on certain held shares and may be relevant when evaluating shareholder alignment and governance dynamics.

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