S-3 S-3ASR EX-FILING FEES 0001804176 Butterfly Network, Inc. N/A Y N 0001804176 2026-10-29 2026-10-29 0001804176 1 2026-10-29 2026-10-29 0001804176 2 2026-10-29 2026-10-29 0001804176 3 2026-10-29 2026-10-29 0001804176 4 2026-10-29 2026-10-29 0001804176 5 2026-10-29 2026-10-29 0001804176 6 2026-10-29 2026-10-29 0001804176 1 2026-10-29 2026-10-29 0001804176 2 2026-10-29 2026-10-29 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-3

Butterfly Network, Inc.

Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable

Security Type

Security Class Title

Fee Calculation or Carry Forward Rule

Amount Registered

Proposed Maximum Offering Price Per Unit

Maximum Aggregate Offering Price

Fee Rate

Amount of Registration Fee

Carry Forward Form Type

Carry Forward File Number

Carry Forward Initial Effective Date

Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward

Newly Registered Securities
Fees to be Paid 1 Equity Class A Common Stock, par value $0.0001 per share 457(r) 0.000087
Fees to be Paid 2 Equity Preferred Stock, par value $0.0001 per share 457(r) 0.000087
Fees to be Paid 3 Debt Debt Securities 457(r) 0.000087
Fees to be Paid 4 Equity Warrants 457(r) 0.000087
Fees to be Paid 5 Other Units 457(r) 0.000087
Fees to be Paid 6 Equity Class A Common Stock, par value $0.0001 per share 457(o) $ 150,000,000.00 0.000087 $ 13,050.00
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities

Total Offering Amounts:

$ 150,000,000.00

$ 13,050.00

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 13,050.00

Net Fee Due:

$ 0.00

Offering Note

1

1(a) The amount to be registered consists of an indeterminate amount of Class A common stock, preferred stock, debt securities, warrants and/or units. There is also being registered hereunder such currently indeterminate number of (i) shares of Class A common stock or other securities of the registrant as may be issued upon conversion of, or in exchange for, convertible or exchangeable debt securities and/or preferred stock registered hereby, or (ii) shares of debt securities, Class A common stock, preferred stock or units as may be issued upon exercise of warrants registered hereby, as the case may be, including under any applicable antidilution provisions. Any securities registered hereunder may be sold separately or together with other securities registered hereunder. 1(b) Pursuant to Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), this registration statement also covers any additional securities that may be offered or issued in connection with any stock split, stock dividend or pursuant to anti-dilution provisions of any of the securities. Separate consideration may or may not be received for securities that are issuable upon conversion, exercise or exchange of other securities. In accordance with Rules 456(b) and 457(r) under the Securities Act, the registrant is deferring payment of the filing fees relating to the securities that are registered and available for sale under this registration statement and will pay the registration fees subsequently in advance or on a "pay-as-you-go" basis in accordance with Rule 456(b) under the Securities Act, other than the fees in connection with the registration of the ATM Shares. 1(c) The proposed maximum offering price per security will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered hereunder and is not specified as to each class of security. 1(d) Including such indeterminate amount of Class A common stock as may be issued from time to time at indeterminate prices or upon conversion of debt securities and/or preferred stock registered hereby, or upon exercise of warrants registered hereby, as the case may be, and $150,000,000 of the registrant's Class A common stock that may be issued and sold from time to time under the Sales Agreement, dated October 29, 2026, with TD Securities (USA) LLC, as sales agent (the "ATM Shares").

2

See Note 1(a), Note 1(b), Note 1(c). Including such indeterminate amount of preferred stock as may be issued from time to time at indeterminate prices or upon conversion of debt securities and/or preferred stock registered hereby, or upon exercise of warrants registered hereby, as the case may be.

3

See Note 1(a), Note 1(b), Note 1(c). Including such indeterminate principal amount of debt securities as may be issued from time to time at indeterminate prices or upon exercise of warrants registered hereby, as the case may be.

4

See Note 1(a), Note 1(b), Note 1(c). Warrants may be sold separately or together with any of the securities registered hereby and may be exercisable for shares of Class A common stock, preferred stock, debt securities, or units registered hereby. Because the warrants will provide a right only to purchase such securities offered hereunder, no additional registration fee is required.

5

See Note 1(a), Note 1(b), Note 1(c). Each unit will be issued under a unit agreement and will represent an interest in two or more securities registered pursuant to this registration statement, which may or may not be separable from one another.

6

See Note 1(b), Note 1(d).

Table 2: Fee Offset Claims and Sources ☐Not Applicable
Registrant or Filer Name Form or Filing Type File Number Initial Filing Date Filing Date Fee Offset Claimed Security Type Associated with Fee Offset Claimed Security Title Associated with Fee Offset Claimed Unsold Securities Associated with Fee Offset Claimed Unsold Aggregate Offering Amount Associated with Fee Offset Claimed Fee Paid with Fee Offset Source
Rules 457(b) and 0-11(a)(2)
Fee Offset Claims
Fee Offset Sources
Rule 457(p)
Fee Offset Claims 1 Butterfly Network, Inc. S-3 333-273811 08/08/2023 $ 13,050.00 Unallocated (Universal) Shelf $ 213,060,000.00
Fee Offset Sources Butterfly Network, Inc. S-3 333-273811 08/08/2023 $ 33,060.00

Rule 457(p) Statement of Withdrawal, Termination, or Completion:

1

The registrant's registration statement on Form S-3 (File No. 333-273811), which was filed with the Securities and Exchange Commission on August 8, 2023, and became effective on August 22, 2023 (the "Prior Registration Statement") registered the offer and sale of up to $300,000,000.00 of securities, of which $213,060,000 remain unsold (the "Total Unsold Securities"). The registrant paid a registration fee of $33,060.00 in connection with the Prior Registration Statement. The Prior Registration Statement and the offering of the Total Unsold Securities thereunder have been terminated. Pursuant to Rule 457(p) under the Securities Act, the registrant hereby applies $13,050.00 of the registration fee previously paid in connection with the Prior Registration Statement in connection with the Unsold Securities to offset the current registration fee that is payable in connection with the registration of securities on this registration statement, and as a result of the offset, the registrant will have $10,429.21 remaining in unused filing fees available to be applied to future filings of the registrant. All offerings under the Prior Registration Statement have terminated.

Table 3: Combined Prospectuses ☑Not Applicable

Security Type

Security Class Title

Amount of Securities Previously Registered

Maximum Aggregate Offering Price of Securities Previously Registered

Form Type

File Number

Initial Effective Date