UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
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Securities Exchange Act of 1934
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EXPLANATORY NOTE
Butterfly Network, Inc. (the “Company”) has determined that an administrative error occurred in connection with the filing of its Current Report on Form 8-K that was filed with the Securities and Exchange Commission (the “SEC”) on June 23, 2021 (the “Original Report”). While the Original Report was reviewed and approved by the appropriate officer of the Company prior to its filing with the SEC, the Company did not obtain a manual or electronic signature from the Company’s officer whose conformed signature was set forth in the Original Report, as required by Rule 12b-11 and Rule 302(b) of Regulation S-T under the Securities Exchange Act of 1934, as amended (the “Signature Authorization Rules”). This Amendment No. 1 on Form 8-K/A (the “Amendment No. 1”) to the Original Report is being filed in order to reflect that the Company has obtained the required signature to this Amendment No. 1 from the appropriate officer, as required by the Signature Authorization Rules.
Except as described above, this Amendment No. 1 does not modify or update disclosure in, or exhibits to, the Original Report. Furthermore, this Amendment No. 1 does not change the previously reported financial results, if any, nor does it reflect events occurring after the date of the Original Report. Information not affected by this Amendment No. 1 remains unchanged and reflects the disclosures made at the time the Original Report was made.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 18, 2021, David Perri stepped down from his position as Chief Operating Officer of Butterfly Network, Inc. (the “Company”), effective June 30, 2021. In connection with his separation, the Company and Mr. Perri intend to enter into a separation agreement (the “Separation Agreement”), which will be effective June 30, 2021, and which will provide that the Company will continue to employ Mr. Perri through June 30, 2021. Provided that Mr. Perri does not revoke the Separation Agreement within seven days of signing and returning it (the “Revocation Period”) and complies with the terms of the Separation Agreement, including the release and waiver provided therein, the Company will pay or provide to Mr. Perri: (i) severance pay equal to six months of his current annual base salary, payable as continued salary in accordance with the Company’s regular payroll dates following the Revocation Period, and (ii) acceleration of the vesting of all of his stock options that are outstanding as of June 30, 2021 by six months. The Separation Agreement will also include a release and waiver by Mr. Perri and other customary provisions.
The Company intends to file a copy of the Separation Agreement with the Company’s Quarterly Report on Form 10-Q for the quarter ending June 30, 2021 and the foregoing description is subject in all respects to the actual terms of the Separation Agreement.
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 and Chief Executive Officer |
Date: March 28, 2022