Welcome to our dedicated page for BULLFROG AI HLDGS SEC filings (Ticker: BFRG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The BullFrog AI Holdings, Inc. (NASDAQ: BFRG) SEC filings page on Stock Titan provides access to the company’s official regulatory documents, offering detailed insight into its AI-driven drug development business. Through forms such as the S-1 registration statement, investors can review descriptions of BullFrog AI’s core platforms, including the bfLEAP® analytics engine and the bfPREP™ data preparation module, as well as its licensing arrangements with The Johns Hopkins University Applied Physics Laboratory.
Current and prospective shareholders can use BullFrog AI’s SEC filings to understand its corporate structure, status as an emerging growth and smaller reporting company, and the terms of capital-raising arrangements. For example, filings describe a purchase agreement with Lincoln Park Capital Fund, LLC for the potential sale of common stock, along with related registration rights and resale provisions. Proxy statements and Form 8-K reports detail matters such as equity incentive plan amendments, reverse stock split authority, and stockholder votes on share issuance proposals.
Filings also disclose BullFrog AI’s Nasdaq listing status, including notices regarding compliance with stockholders’ equity requirements and any granted extensions to regain compliance. These documents explain the potential consequences of failing to meet listing standards and outline the company’s options under Nasdaq rules.
On Stock Titan, SEC reports such as annual and quarterly filings, registration statements, proxy materials, and current reports are updated as they become available from EDGAR. AI-powered tools can help summarize key sections, highlight changes over time, and surface information on topics like equity plans, licensing obligations, and financing structures, allowing users to review complex filings more efficiently while still referring back to the full official documents.
BullFrog AI Holdings, Inc. reports that Nasdaq has determined the company did not meet the terms of a previously granted extension to regain compliance with the Nasdaq Listing Rule 5550(b)(1), which requires at least $2,500,000 in stockholders’ equity for continued listing on the Nasdaq Capital Market.
As a result, the company’s common stock and tradeable warrants are now subject to potential delisting. BullFrog AI intends to promptly request a hearing before an independent Nasdaq Hearings Panel, which will temporarily stay any suspension or delisting while the hearing process and any Panel-granted extension are in effect.
The company plans to present additional details of its compliance plan and seek more time to meet all applicable Nasdaq listing rules. It cautions that there is no assurance the Panel will grant extra time or that it will ultimately regain compliance. The filing notes that delisting could make trading more difficult, pressure the share and warrant prices, and impair the company’s ability to raise capital.
BullFrog AI Holdings reported that Nasdaq notified the company on February 10, 2026 that its common stock had closed below $1.00 per share for 30 consecutive business days, triggering a deficiency under Nasdaq’s Minimum Bid Price Requirement.
The notice does not immediately affect trading, and the common stock will continue on the Nasdaq Capital Market under “BFRG” and warrants under “BFRGW”. The company has 180 calendar days, until August 10, 2026, to regain compliance by maintaining a closing bid of at least $1.00 for ten consecutive business days. A second 180-day period may be available if other listing standards are met and the company indicates it may use tools such as a reverse stock split. If compliance is not regained, the securities could be delisted, though the company would have appeal rights.
BullFrog AI Holdings filed a prospectus supplement for an at-the-market offering of up to $2.0 million of common stock through BTIG, to be sold from time to time using commercially reasonable efforts.
The company cites a Public Float of approximately $14.0 million based on 11,400,405 shares outstanding, about 9.0 million held by non‑affiliates, and a $1.56 closing price on October 8, 2025. Under Form S‑3 General Instruction I.B.6, one‑third of the Public Float equals about $4.7 million. The company has sold approximately $2.7 million under its ATM in the prior 12 months, leaving about $2.0 million available under this supplement. Sales are deemed “at the market offerings,” and there is no escrow arrangement. If the Public Float increases (including above $75.0 million), the company plans to file another supplement before making additional sales above the stated limits.
BullFrog AI Holdings (BFRG) reported that stockholders approved three proposals at a Special Meeting on October 22, 2025. Holders present or by proxy totaled 5,742,239 shares, representing 56.02% of shares entitled to vote.
Stockholders approved, for Nasdaq Listing Rule 5635(d) compliance, the potential issuance of 20% or more of the company’s common stock under the purchase agreement with Lincoln Park Capital Fund, LLC (Votes For/Against/Withheld/Broker Non-Votes: 2,960,000 / 437,777 / 4,109 / 2,340,353). They also approved a reverse stock split at a ratio of not less than 1-to-2 and not more than 1-to-15, at the Board’s discretion (For/Against/Abstentions: 4,088,004 / 1,611,730 / 42,505).
Additionally, stockholders approved an amendment to the 2022 Equity Incentive Plan to increase the share reserve by 750,000 shares before giving effect to any reverse split (For/Against/Withheld/Broker Non-Votes: 2,970,690 / 418,690 / 12,506 / 2,340,353).
BullFrog AI Holdings (BFRG) filed a Form S-1 registering up to 5,000,000 shares of common stock for resale by Lincoln Park Capital under a September 15, 2025 purchase agreement. The company is not selling any securities in this prospectus and will not receive proceeds from resales by the selling stockholder. Separately, BullFrog may sell shares to Lincoln Park at its discretion after effectiveness for potential gross proceeds of up to $10,000,000 over 36 months.
The registration covers 4,852,318 purchase shares plus 147,682 commitment shares already issued to Lincoln Park. Issuances are subject to a 4.99% beneficial ownership cap and a Nasdaq Exchange Cap of 2,048,936 shares unless stockholders approve more or sales average at least $1.4053. Regular purchases are generally up to 30,000 shares per day (up to 100,000 depending on price) with a $500,000 per‑purchase cap and a $0.50 floor price.
Recent items include ATM sales of 755,116 shares for $1.15 million and a special meeting on October 22, 2025 to vote on a reverse split and approval to exceed the Exchange Cap. The company also disclosed a Nasdaq equity deficiency notice and a going‑concern explanatory paragraph in its latest audit report.
BullFrog AI Holdings, Inc. reported that Nasdaq has granted the company more time to fix a listing deficiency tied to its stockholders’ equity. Nasdaq previously notified the company on August 21, 2025 that its stockholders’ equity was below
The company now has until
Jason Hanson, a director of BullFrog AI Holdings, Inc. (BFRG), was granted 15,000 stock options on 09/25/2025. The options have an exercise price of $1.43 and vest on the earlier of September 25, 2026 and the date of the Company\'s annual meeting for fiscal year 2026. The options expire on September 25, 2035. The grant was made under the Company\'s 2022 Equity Compensation Plan and the lapse of forfeiture restrictions will accelerate upon a change in control or a significant financing. Following the grant, Mr. Hanson beneficially owns 15,000 options reported as direct ownership.
William Enright, a director of BullFrog AI Holdings, Inc. (BFRG), was granted 15,000 stock options on 09/25/2025 with an exercise price of $1.43 per share. The options vest on the earlier of September 25, 2026 or the company’s fiscal 2026 annual meeting, accelerate upon a defined change in control or certain financings, and expire on September 25, 2035. The filing reports Enright directly beneficially owns 15,000 underlying shares represented by these options and shows the grant was awarded under the company’s 2022 Equity Compensation Plan.
The Form 4 is a routine Section 16 disclosure that documents the grant terms and ownership resulting from the award; it does not include additional financial performance data or other transactions.
R. Don Elsey, a director of BullFrog AI Holdings, Inc. (BFRG), was granted options to purchase 15,000 shares of common stock with an exercise price of $1.43, effective 09/25/2025. The options vest on the earlier of September 25, 2026 and the company’s 2026 annual meeting, and they expire on September 25, 2035. Forfeiture restrictions will lapse earlier on a change in control or a qualifying significant financing. The grant was made under the company’s 2022 Equity Compensation Plan and the strike price was set based on the market price at grant. Following the grant, Elsey beneficially owns 15,000 option shares.