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BullFrog AI Holdings, Inc. has scheduled its 2026 Annual Meeting of Stockholders for June 11, 2026. This date falls more than 30 days before the anniversary of the 2025 annual meeting, so earlier shareholder proposal and nomination deadlines no longer apply.
Qualified shareholder proposals and director nominations, including those made under SEC Rules 14a-8, 14a-18 and related provisions, must now be received by April 29, 2026. Submissions must satisfy SEC rules, the company’s bylaws and applicable state law, and should be sent to the Company’s Secretary at its Gaithersburg, Maryland address.
BullFrog AI Holdings, Inc. filed a current report describing a business update and shareholder letter. The company highlighted its first commercial feasibility agreement with a top 5 global pharmaceutical company using its bfLEAP® platform to identify novel drug targets in major depressive disorder.
BullFrog AI stated it has secured financial runway into late 2027 through recent at-the-market and equity-line-of-credit financings, which it believes resulted in stockholders’ equity above $2.5 million, supporting continued execution of its AI-driven drug discovery strategy.
BullFrog AI Holdings, Inc. amends its shelf to permit at-the-market sales of up to $4.3 million of common stock under its existing Sales Agreement with BTIG, LLC. The supplement states the company’s Public Float is approximately $27.0 million based on 18,447,105 shares outstanding as of April 1, 2026, with about 16.0 million held by non-affiliates. The filing notes prior ATM sales of approximately $4.7 million during the prior 12-calendar month period and that one-third of the Public Float equals about $9.0 million, leaving $4.3 million available under General Instruction I.B.6 of Form S-3. Sales will be made "at the market" on mutually agreed terms and the supplement is qualified by the underlying ATM Prospectus.
BullFrog AI Holdings, Inc. reports that it has raised at least $3.45 million in net proceeds from sales of common stock under its at-the-market sales agreement and equity line of credit facility. The company states that, as a result, it now believes its stockholders’ equity exceeds $2.5 million, the minimum required by Nasdaq Listing Rule 5550(b)(1) for listing on The Nasdaq Capital Market.
The company had previously requested a hearing before an independent Nasdaq Hearings Panel regarding its prior stockholders’ equity deficiency. It cautions that statements about the outcome of any Nasdaq hearing and its ability to regain or maintain listing compliance are forward-looking and subject to risks and uncertainties.
BullFrog AI Holdings, Inc. entered into a one-year Feasibility Agreement with a top global pharmaceutical company to use its bfLEAP® AI and machine learning platform to identify and prioritize novel drug targets for major depressive disorder (MDD). BullFrog AI can earn milestone payments tied to specific deliverables, and the client receives an option for exclusive rights to a selected final target candidate for three years for its own research and development. The agreement is terminable on notice and includes customary protections around intellectual property, indemnification, and confidentiality. A related press release highlights this as high-profile validation of BullFrog AI’s platform in an MDD market valued at more than $8 billion in 2025 and projected to exceed $11 billion by 2032.
BullFrog AI Holdings, Inc. is an early-stage AI-driven biopharmaceutical company using its proprietary bfLEAP™, BullFrog Data Networks™ and bfPREP™ platforms to analyze complex biomedical data and improve drug discovery, rescue failed drugs and support precision medicine development.
The company licenses oncology and liver-disease assets from Johns Hopkins University and George Washington University and maintains multiple royalty-bearing technology licenses with significant future milestone and minimum royalty obligations. It is expanding its data offerings through collaborations, including Lieber Institute for Brain Development and Eleison Pharmaceuticals, and plans to launch a scenario-based decision engine in March 2026.
The filing highlights serious financial and listing risks: as of December 31, 2025, BullFrog held about $2.3 million in cash with an accumulated deficit of roughly $23.3 million, and its auditors expressed substantial doubt about its ability to continue as a going concern. Nasdaq has notified the company of noncompliance with both the stockholders’ equity and minimum bid price requirements, and BullFrog is pursuing an appeal and considering options such as a reverse stock split already approved by stockholders.
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.