Welcome to our dedicated page for Bullfrog AI Holdings SEC filings (Ticker: BFRGW), 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. (BFRG; BFRGW) SEC filings page on Stock Titan provides access to the company’s official regulatory documents, including current reports, proxy statements, and other disclosures filed with the U.S. Securities and Exchange Commission. These filings offer detailed insight into BullFrog AI’s corporate governance, capital structure, and key events affecting its common stock and tradeable warrants listed on The Nasdaq Capital Market.
For BullFrog AI, SEC reports such as Form 8-K can describe material developments, including notices from The Nasdaq Stock Market LLC regarding continued listing standards or amendments to the company’s bylaws, as seen in filings that discuss stockholder equity requirements and quorum thresholds for stockholder meetings. Definitive proxy statements (DEF 14A) provide information on director elections, the appointment of the independent registered public accounting firm, executive compensation frameworks, and procedures for the annual meeting of stockholders.
Investors researching BFRGW warrants and BFRG common stock can use this page to review how the company reports on equity awards, governance changes, and other matters that may influence its capital structure. Real-time updates from EDGAR ensure that new filings, including annual reports on Form 10-K and quarterly reports on Form 10-Q when available, are reflected promptly.
Stock Titan enhances these documents with AI-powered summaries that highlight key points from lengthy filings, helping users quickly understand topics such as listing compliance notices, bylaw amendments, and voting outcomes at stockholder meetings. This allows readers to navigate BullFrog AI’s regulatory history more efficiently while retaining access to the full, original SEC documents for detailed review.
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, Inc. filed an 8-K disclosing an amendment to its bylaws, effective September 18, 2025. The filing furnishes Exhibit 3.1, the amendment to the bylaws, and includes a Cover Page Interactive Data File formatted as Inline XBRL. The document is signed by Vininder Singh, Chief Executive Officer. The body of the filing provided here contains exhibit and filing metadata and does not include the text of the bylaw amendment itself or explanatory detail about the amendment's purpose or effects.
BullFrog AI Holdings, Inc. reported that it received a Nasdaq notice on August 21, 2025 stating the company no longer meets the Nasdaq Capital Market stockholder equity requirement. Nasdaq cited stockholders’ equity of
The company has 45 days to submit a plan to regain compliance and may receive up to 180 days from the notice date to demonstrate sufficient equity. If it fails, its common stock and warrants could be delisted, though Nasdaq rules allow an appeal. Separately, the board approved one-time equity retention awards for executives and directors, made under the 2022 Equity Compensation Plan. These awards are split 33% immediately vested stock and 67% restricted stock units, which vest 50% on each of September 1, 2026 and September 1, 2027, with an aggregate of 267,842 shares underlying the awards if all RSUs vest.
Jason Hanson, a director of BullFrog AI Holdings, Inc. (ticker BFRG/BFRGW), received equity awards consisting of 2,813 fully vested shares of common stock and 5,710 restricted stock units (RSUs). The RSUs vest in two equal tranches, with 50% vesting on September 1, 2026 and the remaining 50% on September 1, 2027, and convert to one share each when settled. The RSU forfeiture restrictions will accelerate upon a defined change in control or a significant financing. After these grants, Hanson beneficially owns 8,523 shares in total, held directly.
Vininder Singh, who serves as Chief Executive Officer, a director and a reported >10% owner of BullFrog AI Holdings, acquired equity awards under the Company’s 2022 Equity Compensation Plan. The filing reports an acquisition of 75,000 shares of Common Stock issued as an equity grant that were fully vested upon grant, and 152,273 Restricted Stock Units (RSUs) that vest 50% on September 1, 2026 and 50% on September 1, 2027. Each RSU represents a contingent right to one share of Common Stock. The report shows 2,367,446 shares of Common Stock beneficially owned following the transaction. RSU forfeiture restrictions will lapse earlier if a change in control or a significant financing occurs, per the Plan.
William Enright, a director of BullFrog AI Holdings, Inc. (symbol: BFRGW), reported equity awards on Form 4 filed for transactions dated 08/22/2025. The filing shows 2,813 shares of common stock issued as a fully vested equity grant and 5,710 restricted stock units (RSUs) granted under the company's 2022 Equity Compensation Plan. The RSUs vest 50% on September 1, 2026 and 50% on September 1, 2027, and each RSU represents a contingent right to one share of common stock. The RSUs include an acceleration provision that lapses forfeiture restrictions upon a change in control or a significant financing. Following these transactions, Enright beneficially owns 13,523 shares (direct).
Joshua Blacher, Chief Financial Officer of BullFrog AI Holdings, Inc. (ticker BFRGW), reported insider acquisitions on 08/22/2025. He received 4,950 shares of common stock issued as a fully vested equity grant and 10,050 restricted stock units (RSUs) granted under the company’s 2022 Equity Compensation Plan, each RSU representing a contingent right to one share. The RSUs vest 50% on September 1, 2026 and 50% on September 1, 2027, with accelerated lapse of forfeiture restrictions upon a change in control or certain financings. All reported shares are held directly and the transactions were recorded at a price of $0.00, reflecting compensation grants rather than open-market purchases.
R. Don Elsey, a director of BullFrog AI Holdings, Inc., reported equity awards and share issuance on 08/22/2025. The filing shows 5,710 Restricted Stock Units (RSUs) granted under the 2022 Equity Compensation Plan that vest 50% on September 1, 2026 and 50% on September 1, 2027, with accelerated vesting upon a defined change in control or a significant financing. Each RSU converts to one share of common stock upon settlement. The filing also reports 2,813 shares of common stock issued as a fully vested equity grant under the same plan. Following these transactions, the reporting person beneficially owned 8,523 shares as reported.
Bullfrog AI Holdings, Inc. reported a first commercial collaboration payment and recognized $33,257 of revenue in the quarter, producing a small gross profit of $6,522. The company recorded a net loss of $1,448,729 for the three months and $3,466,282 for the six months ended June 30, 2025, and has an accumulated deficit of approximately $20.3 million. Total assets fell to $2.87 million and stockholders' equity declined to $2.19 million.
Liquidity is constrained: cash and cash equivalents were approximately $2.6 million (including about $0.1 million restricted cash) and the company discloses that this is not sufficient to fund planned operations for at least a year, raising substantial doubt about its ability to continue as a going concern. Management is pursuing additional capital through equity, debt, licensing and collaborations and has used an ATM facility, raising $346,000 in June 2025 and subsequently gross proceeds of about $710,000 after the quarter.
Operationally, Bullfrog AI continues to commercialize its bfLEAP™ AI/ML platform under exclusive licenses with research institutions including JHU-APL, which carries tiered royalties and minimum annual payments. Management also discloses unremediated material weaknesses in internal controls and ongoing remediation efforts.
Bullfrog AI Holdings (BFRG) filed its 2025 Definitive Proxy (DEF 14A) for a virtual Annual Meeting scheduled 18 Sept 2025, 10 a.m. ET at www.virtualshareholdermeeting.com/BFRG2025. Shareholders of record at 29 Jul 2025 may vote the Company’s 10,081,340 outstanding common shares by Internet, phone, mail or during the webcast.
Key proposals
- Proposal 1: Elect four incumbent directors—Vininder Singh, R. Donald Elsey, William Enright, Jason Hanson—to one-year terms. CEO/Founder Singh is also Board Chair and, with options, controls 23.3 % of shares; directors/officers as a group hold 24.7 %. Three nominees meet Nasdaq independence and financial-expert standards.
- Proposal 2: Ratify M&K CPAs as independent auditor for FY 2025; 2024 audit fees totalled $71.5 k.
Governance & Compensation highlights
- Quorum: simple majority of common shares; plurality voting for directors.
- CEO 2024 compensation: $400 k salary plus $230.7 k option value.
- Former CFO Dane Saglio passed away Dec 2024; consulting CFO Josh Blacher appointed via Danforth Advisors at $525/hr.
- Clawback policy effective Dec 2023; equity plan has 150,682 shares remaining.
The Board recommends voting FOR all proposals; no other material transactions or capital actions are presented.