[Form 4] BullFrog AI Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

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.

Positive

• Director equity alignment: Grant ties a director’s compensation to shareholder value through options.
• Clear vesting and acceleration terms: Vesting schedule and change-in-control acceleration are explicitly disclosed.

Negative

• Potential dilution: 15,000 underlying shares could dilute existing shareholders if exercised (materiality not determinable from this filing).
• Limited context: Filing does not disclose total outstanding shares or option pool size to assess scope of dilution or dilution percentage.

Insights

Financial Analyst

TL;DR: A routine director equity grant of 15,000 options at $1.43, aligning pay with shareholder outcomes; limited immediate market impact.

The grant increases potential future dilution by 15,000 shares if exercised, but the filing contains no information about the company’s outstanding share count or option pool size to judge materiality. Vesting over roughly one year and acceleration on change in control or significant financing is standard for incentive alignment. No cash transaction occurred and the options were issued as a compensatory grant under the 2022 Equity Compensation Plan.

Corporate Governance Expert

TL;DR: Standard governance disclosure showing a director compensation award with customary vesting and change-in-control acceleration.

The Form 4 properly discloses the director grant details including exercise price, vesting schedule, and expiration. Acceleration on change in control or significant financing is disclosed, which is a common retention and alignment mechanism. The filing lacks context on aggregate insider holdings or plan dilution caps, so governance implications are limited to disclosure completeness rather than indicating a governance concern.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Enright William

(Last) (First) (Middle)

325 ELLINGTON BLVD,

UNIT 317

(Street)

GAITHERSBURG MD 20878

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BullFrog AI Holdings, Inc. [ BFRG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/25/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (Right to Buy)	$1.43	09/25/2025		A		15,000		(1)	(2)	Common Stock	15,000	$0.00(3)	15,000	D

Explanation of Responses:

1. Represents stock options issued under Bullfrog AI Holdings, Inc.'s (the "Company") 2022 Equity Compensation Plan, as amended from time to time (the "Plan"), vesting on the earlier of September 25, 2026 and the date of the Company's annual meeting for fiscal year 2026. Lapse of forfeiture restrictions will accelerate upon a change in control of the Company (as defined in the Plan) or a significant financing which may, or may not, constitute a change in control.

2. The stock options expire on September 25, 2035.

3. The options were issued as a grant under the Plan, based on the market price on the date of the grant.

	/s/ William Enright	09/29/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What did William Enright report on the Form 4 for BullFrog AI (BFRG)?

The Form 4 reports a grant of 15,000 stock options to William Enright on 09/25/2025 with an exercise price of $1.43.

When do the options granted to William Enright vest and expire?

They vest on the earlier of September 25, 2026 or the company's fiscal 2026 annual meeting and expire on September 25, 2035.

Under what plan were the options granted to the director?

The options were issued under BullFrog AI Holdings, Inc.'s 2022 Equity Compensation Plan as amended.

Do the options accelerate on a change in control?

Yes. The filing states lapse of forfeiture restrictions will accelerate upon a change in control or a significant financing as defined in the Plan.

Does the Form 4 show cash was paid for the grant?

No. The options were issued as a grant under the Plan and the filing shows $0.00 for the reported consideration on the underlying shares.