BullFrog AI (BFRG) raises CEO salary and confirms 2026 director and auditor votes

Q: What was the shareholder turnout at BullFrog AI’s 2026 annual meeting?

At BullFrog AI’s 2026 Annual Meeting, 7,794,169 shares were present or represented by proxy. This represented approximately 42.06% of all shares entitled to vote, providing the quorum needed for shareholders to elect directors and ratify the independent auditor.

Q: Which directors were elected at BullFrog AI’s 2026 annual meeting?

Shareholders elected William Enright , Jason D. Hanson , R. Donald Elsey , and Vininder Singh to the board. Each will serve a one-year term until the next annual meeting and until a successor is duly elected and qualified under the company’s governance framework.

Q: Who is BullFrog AI’s independent auditor for fiscal year 2026?

Shareholders ratified M&K CPAs, PLLC as BullFrog AI’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The ratification vote received strong shareholder support based on the reported for, against, and abstention vote totals at the annual meeting.

Q: What percentage of BullFrog AI’s shares were entitled to vote but not represented?

Approximately 42.06% of BullFrog AI shares entitled to vote were present or represented, meaning the remaining shares were not voted. Even with this participation level, the company achieved a valid quorum to conduct director elections and the auditor ratification.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

BullFrog AI Holdings, Inc. increased Chief Executive Officer Vininder Singh’s annual base salary from $400,000 to $600,000, effective June 11, 2026, and set his target annual bonus at up to 50% of base salary. The Compensation Committee cited competitive market data and Mr. Singh’s contributions to the company’s strategic and operational objectives.

On the same date, BullFrog AI held its 2026 Annual Meeting of Stockholders, with 7,794,169 shares present or represented by proxy, representing approximately 42.06% of shares entitled to vote. Stockholders elected four directors—William Enright, Jason D. Hanson, R. Donald Elsey, and Vininder Singh—and ratified the appointment of M&K CPAs, PLLC as independent registered public accounting firm for the fiscal year ending December 31, 2026.

8-K Event Classification

3 items: 5.02, 5.07, 9.01

3 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Prior CEO base salary: $400,000 per year New CEO base salary: $600,000 per year CEO target bonus: 50% of base salary +5 more

8 metrics

Prior CEO base salary $400,000 per year Vininder Singh, before June 11, 2026

New CEO base salary $600,000 per year Effective June 11, 2026

CEO target bonus 50% of base salary Maximum target annual bonus for Vininder Singh

Shares represented at meeting 7,794,169 shares 2026 Annual Meeting of Stockholders

Voting participation 42.06% Percent of shares entitled to vote at 2026 meeting

Auditor ratification votes for 7,496,267 votes Ratification of M&K CPAs, PLLC for FY 2026

Auditor ratification votes against 281,615 votes Ratification of M&K CPAs, PLLC for FY 2026

Auditor ratification abstentions 16,287 votes Ratification of M&K CPAs, PLLC for FY 2026

Key Terms

emerging growth company, independent registered public accounting firm, broker non-votes, target annual bonus, +1 more

5 terms

emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

independent registered public accounting firm regulatory

"the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

broker non-votes financial

"Votes For | | Votes Withheld | | Broker Non-Votes"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

target annual bonus financial

"change to Mr. Singh’s target annual bonus to a maximum of 50% of his current base salary"

Compensation Committee regulatory

"the Compensation Committee (the “Committee”) of the Board of Directors"

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Understanding 8-K Material Events →

Available on EDGAR 06/15/2026 - 05:31 PM Accepted by SEC EDGAR 06/15/2026 - 05:30 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 11, 2026

BULLFROG AI HOLDINGS, INC.

(Exact name of Registrant as specified in its charter)

Nevada

001-41600

84-4786155

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

325 Ellington Blvd, Unit 317

Gaithersburg, MD 20878

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (240) 658-6710

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.00001

per share

BFRG

The Nasdaq Stock Market LLC

(The Nasdaq Capital Market)

Tradeable Warrants

BFRGW

The Nasdaq Stock Market LLC

(The Nasdaq Capital Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 11, 2026, the Compensation Committee (the “Committee”) of the Board of Directors of BullFrog AI Holdings, Inc. (the “Company”) approved an increase to the annual base salary of Vininder Singh, the Company’s Chief Executive Officer, from $400,000.00 to $600,000.00, effective as of June 11, 2026. Additionally, the Committee approved a change to Mr. Singh’s target annual bonus to a maximum of 50% of his current base salary. The compensation adjustment was made following the Committee’s review of competitive market compensation data and in recognition of Mr. Singh’s contributions to the Company’s strategic and operational objectives.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 11, 2026, the Company held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). A total of 7,794,169 shares were present or represented by proxy at the Annual Meeting, representing approximately 42.06% of all shares entitled to vote at the Annual Meeting. The stockholders voted on the matters presented at the Annual Meeting, and the shares present, in person or by proxy, were voted as follows:

1.	Election of Directors

Proposal No. 1 was the election of four nominees to serve as directors of the Company, each for a term of one year until the next annual meeting of the stockholders of the Company and until their successors have been duly elected and qualified. The results of the vote were as follows:

Nominee	Votes For	Votes Withheld	Broker Non-Votes
William Enright	2,632,748	63,149	5,098,272
Jason D. Hanson	2,633,747	62,150	5,098,272
R. Donald Elsey	2,629,527	66,370	5,098,272
Vininder Singh	2,616,590	79,307	5,098,272

Based on the foregoing votes, the four nominees listed above were elected to serve on the Board. There were no additional director nominations brought before the meeting.

2.	Ratification of the Appointment of M&K CPAs, LLC as the Company’s Independent Registered Public Accounting Firm

Proposal No. 2 was the ratification of the appointment of M&K CPAs, PLLC (“M&K”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The results of the vote were as follows:

Votes For

Votes

Against

Abstentions

7,496,267

281,615

16,287

Based on the foregoing vote, the ratification of M&K as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was approved.

Item 9.01. Financial Statements and Exhibits.

(d)

Exhibits.

The following exhibits are being furnished herein:

Exhibit No.		Description

104		Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURE

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.

Date: June 15, 2026	Bullfrog AI Holdings, Inc.

	By:	/s/ Vininder Singh
	Name:	Vininder Singh
	Title:	Chief Executive Officer

Source: View Original Filing on SEC EDGAR

FAQ

How did BullFrog AI (BFRG) change its CEO compensation in 2026?

BullFrog AI raised CEO Vininder Singh’s annual base salary from $400,000 to $600,000, effective June 11, 2026. The Compensation Committee also set his target annual bonus at up to 50% of base salary, citing market data and his strategic and operational contributions.

What was the shareholder turnout at BullFrog AI’s 2026 annual meeting?

At BullFrog AI’s 2026 Annual Meeting, 7,794,169 shares were present or represented by proxy. This represented approximately 42.06% of all shares entitled to vote, providing the quorum needed for shareholders to elect directors and ratify the independent auditor.

Which directors were elected at BullFrog AI’s 2026 annual meeting?

Shareholders elected William Enright, Jason D. Hanson, R. Donald Elsey, and Vininder Singh to the board. Each will serve a one-year term until the next annual meeting and until a successor is duly elected and qualified under the company’s governance framework.

Who is BullFrog AI’s independent auditor for fiscal year 2026?

Shareholders ratified M&K CPAs, PLLC as BullFrog AI’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The ratification vote received strong shareholder support based on the reported for, against, and abstention vote totals at the annual meeting.

What bonus opportunity does BullFrog AI’s CEO have after the 2026 changes?

Following the 2026 compensation changes, CEO Vininder Singh’s target annual bonus is set at up to 50% of his current base salary. This structure ties a significant portion of his potential compensation to performance-based objectives determined by the Compensation Committee.

What percentage of BullFrog AI’s shares were entitled to vote but not represented?

Approximately 42.06% of BullFrog AI shares entitled to vote were present or represented, meaning the remaining shares were not voted. Even with this participation level, the company achieved a valid quorum to conduct director elections and the auditor ratification.

Filing Exhibits & Attachments

4 documents