UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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Item 5.07 Submission of Matters to a Vote of Security Holders.
(a) | On June 16, 2022, Butterfly Network, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders. |
(b) | The following actions were taken at such meeting: |
1. The following nominees were re-elected to serve on the Company’s Board of Directors until the Company’s 2023 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified, based on the following votes:
Nominee | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||||||
Jonathan M. Rothberg, Ph.D. | 583,408,505 | 20,217,283 | 103,761 | 37,851,359 | ||||||||||||
Todd M. Fruchterman, M.D., Ph.D. | 594,339,165 | 9,282,333 | 108,051 | 37,851,359 | ||||||||||||
Larry Robbins | 594,776,751 | 8,842,236 | 110,562 | 37,851,359 | ||||||||||||
Dawn Carfora | 594,638,310 | 8,793,060 | 298,179 | 37,851,359 | ||||||||||||
Elazer Edelman, M.D., Ph.D. | 594,684,769 | 8,752,374 | 292,406 | 37,851,359 | ||||||||||||
John Hammergren | 594,510,684 | 8,908,562 | 310,303 | 37,851,359 | ||||||||||||
Gianluca Pettiti | 594,646,853 | 8,771,798 | 310,898 | 37,851,359 | ||||||||||||
S. Louise Phanstiel | 594,555,393 | 8,858,336 | 315,820 | 37,851,359 | ||||||||||||
Erica Schwartz, M.D., J.D., M.P.H. | 601,401,860 | 2,028,131 | 299,558 | 37,851,359 |
2. The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022 was ratified, based on the following results:
Votes For | Votes Against | Abstentions | ||||||||
640,493,809 | 754,746 | 332,353 |
3. On an advisory basis, the compensation of the Company’s named executive officers as disclosed in the proxy statement was approved, based on the following votes:
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||
573,285,942 | 30,100,760 | 342,847 | 37,851,359 |
4. On an advisory basis, “one year” for the frequency of holding an advisory vote on the compensation of the Company’s named executive officers was approved, based on the following votes:
One (1) Year | Two (2) Years | Three (3) Years | Abstentions | Broker Non-Votes | ||||||||||||||
602,838,687 | 221,009 | 296,937 | 372,916 | 37,851,359 |
(d) In accordance with the stockholder voting results, in which “one year” received the highest number of votes cast on the advisory vote regarding the frequency of holding an advisory vote on the compensation of the Company’s named executive officers, and the Board of Directors’ recommendation in the proxy statement for the Company’s 2022 Annual Meeting of Stockholders, the Board of Directors has determined that future stockholder advisory votes on executive compensation will occur every year. Accordingly, the next stockholder advisory vote on executive compensation will be held at the Company’s 2023 Annual Meeting of Stockholders. The next required stockholder advisory vote regarding the frequency of holding an advisory vote on executive compensation will be in six years at the Company’s 2028 Annual Meeting of Stockholders.
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: June 23, 2022