Form POS AM Butterfly Network, Inc.

SEE REVERSE FOR IMPORTANT NOTICE REGARDING OWNERSHIP AND TRANSFER RESTRICTIONS AND CERTAIN OTHER INFORMATION INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS B COMMON STOCK SEE REVERSE FOR CERTAIN DEFINITIONS SPECIMEN FULLY PAID AND NON-ASSESSABLE SHARES OF THE CLASS B COMMON STOCK, $0.0001 PAR VALUE, OF Butterfly Network, INc. transferable on the books of the Company in Person or by duly authorized attorney, upon surrender of this Certificate properly endorsed. This Certificate and the shares represented hereby, are issued and shall be held subject to all of the provisions of the Certificate of Incorporation, as amended, and the Bylaws, as amended, of the Company (copies of which are on file with the Company and with the Transfer Agent), to all of which each holder, by acceptance hereof, assents. This Certificate is not valid unless countersigned and registered by the Transfer Agent and Registrar. WITNESS the facsimile seal of the Company and the facsimile signatures of its duly authorized officers. 2020 0000001 Chief Financial Officer President and Chief Executive Officer .

THE CORPORATION WILL FURNISH TO ANY STOCKHOLDER, UPON REQUEST AND WITHOUT CHARGE, A FULL STATEMENT OF THE DESIGNATIONS, RELATIVE RIGHTS, PREFERENCES AND LIMITATIONS OF THE SHARES OF EACH CLASS AND SERIES AUTHORIZED TO BE ISSUED, SO FAR AS THE SAME HAVE BEEN DETERMINED, AND OF THE AUTHORITY, IF ANY, OF THE BOARD TO DIVIDE THE SHARES INTO CLASSES OR SERIES AND TO DETERMINE AND CHANGE THE RELATIVE RIGHTS, PREFERENCES AND LIMITATIONS OF ANY CLASS OR SERIES. SUCH REQUEST MAY BE MADE TO THE SECRETARY OF THE CORPORATION OR TO THE TRANSFER AGENT NAMED ON THIS CERTIFICATE. T# !*''*1$)" abb, 0$a.$*)-, 1# ) /-d $) .# $)-c,$+.$*) *) .# !ac *! .#$-c ,.$!$ca. , -#a'' b c*)-.,/ d a-.#*/"# .# 2 1 , 1,$.. ) */. $) !/'' acc*,d$)" .* a++'$cab' 'a1-*, , "/'a.$*)-: UNIF GIFT M IN ACT C/-.*d$a) TEN COM 3 a-. )a).-$) c*((*) TEN ENT 3 a-. )a).-b2 .# ).$, .$ - (C/-.) (M$)*,) /)d , U)$!*,( G$!.-. * M$)*,-Ac. JT TEN 3 a-%*$). . )a).-1$.# ,$"#. *! -/,0$0*,-#$+ a)d )*. a-. )a).-$) c*((*) (S.a. ) Add$.$*)a' abb, 0$a.$*)-(a2 a'-* b /-d .#*/"# )*. $) .# ab*0 '$-. . Forvalue received, hereby sells, assigns and transfers unto PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBERS O F ASSIGNEES PLEASE PRINT OR TYPEWRITE NAMES AND ADDRESSS INCLUDING POSTAL ZIP CODE OF ASSIGNEES. -#a, - of the Class B common stock represented by this certificate and he reby irrevocably c*)-.$./. - a)d a++*$).-attorney, to transfer the said shares of Class B common stock on the books of the within-named c*(+a)2 1$.# !/'' +*1 , *! -/b-.$./.$*) $) .# +, ($--. DATED: NOTICE: T# -$")a./, - .* .#$-a--$")( ). (/-. c*,, -+*)d 1$.# .# )a( a-1,$.. ) /+*) .# !ac *! .# c ,.$!$ca. $) 0 ,2 +a,.$c/'a, 1$.#*/. a'. ,a.$*) *, )'a," ( ). *, a)2 c#a)" 1#a . 0 ,. SIGNATURE GUARANTEED: THE SIGNATURE(S) MUST BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM), PURSANT TO S.E.C. RULE 17Ad-15. UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED (OR ANY SUCCESSOR RULE).

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Security Type

Security Class Title

Fee Calculation Rule

Amount Registered⁽¹⁾

Proposed Maximum

Offering Price Per Unit

Maximum Aggregate

Offering Price

Fee Rate

Amount of Registration Fee

Fees Previously Paid

Equity

​

Class A common stock, par value $0.0001 per share

​

457(c)

​

128,740,887⁽²⁾

​

$11.55 – $18.77⁽³⁾

​

$2,400,042,060.87⁽³⁾

​

$0.0001091

​

$261,844.59

Fees Previously Paid

Equity

​

Class B common stock, par value $0.0001 per share

​

457(i)

​

26,426,937⁽⁴⁾

​

—

​

—

​

—

​

— ⁽⁵⁾

Fees Previously Paid

Equity

​

Warrant to purchase Class A common stock

​

457(i)

​

6,853,333⁽⁶⁾

​

—

​

—

​

—

​

— ⁽⁷⁾

Total Fees Previously Paid

​

​

​

​

​

​

​

$261,844.59⁽⁸⁾

Total Fee Offsets

—

Net Fee Due

$0.00