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JFrog (NASDAQ: FROG) director completes 120,000-share sale under 10b5-1 plan

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

JFrog Ltd director Simon Frederic reported selling 120,000 Ordinary Shares in open-market transactions. The sales took place on July 1, 2026 at reported weighted average prices ranging from $90.25 to $92.59 per share. According to a footnote, these transactions were carried out under a pre-arranged Rule 10b5-1 trading plan adopted on August 12, 2025, indicating the sales were scheduled in advance rather than timed discretionarily.

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Insights

Director executes pre-planned sale of 120,000 JFrog shares.

Simon Frederic, a director of JFrog Ltd, sold 120,000 Ordinary Shares in four open-market transactions on July 1, 2026. Reported weighted average sale prices ranged from $90.25 to $92.59 per share, with all trades classified as non-derivative share sales.

A footnote states these sales were effected under a Rule 10b5-1 trading plan adopted on August 12, 2025. Such plans are established in advance and automate trading, which generally makes the timing of individual sales less informative about the insider’s short-term view of the stock.

The filing shows no derivative exercises or tax-withholding events, and the net activity is a 100% sell pattern for 120,000 shares. The overall significance depends on Frederic’s total holdings and future Form 4 filings, which will show whether this pattern continues or was a single scheduled tranche.

Insider Simon Frederic
Role null
Sold 120,000 shs ($10.93M)
Type Security Shares Price Value
Sale Ordinary Shares 28,775 $90.25 $2.60M
Sale Ordinary Shares 54,774 $90.91 $4.98M
Sale Ordinary Shares 35,051 $91.94 $3.22M
Sale Ordinary Shares 1,400 $92.59 $130K
Holdings After Transaction: Ordinary Shares — 3,195,553 shares (Direct, null)
Footnotes (1)
  1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 12, 2025. This transaction was executed in multiple trades at prices ranging from $89.42 to $90.41. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price. This transaction was executed in multiple trades at prices ranging from $90.42 to $91.41. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price. This transaction was executed in multiple trades at prices ranging from $91.42 to $92.39. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price. This transaction was executed in multiple trades at prices ranging from $92.51 to $92.61. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
Total shares sold 120,000 shares Net open-market sales by director on July 1, 2026
First transaction size 1,400 shares Ordinary Shares sold in one open-market trade
Largest single transaction 54,774 shares Ordinary Shares sold in one reported trade
Lowest weighted average price $90.25 per share Reported price for one of the sale transactions
Highest weighted average price $92.59 per share Reported price for another sale transaction
Number of sale transactions 4 transactions Non-derivative open-market sales coded as S
Rule 10b5-1 trading plan regulatory
"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted..."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average sale price financial
"The price reported above reflects the weighted average sale price."
open-market sale financial
"transaction_action: "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
non-derivative financial
"transaction_type: "non-derivative""
Ordinary Shares financial
"security_title: "Ordinary Shares""
Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Simon Frederic

(Last)(First)(Middle)
C/O JFROG LTD.
270 E. CARIBBEAN DRIVE

(Street)
SUNNYVALE CALIFORNIA 94089

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
JFrog Ltd [ FROG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Ordinary Shares07/01/2026S(1)28,775D$90.25(2)3,195,553D
Ordinary Shares07/01/2026S(1)54,774D$90.91(3)3,140,779D
Ordinary Shares07/01/2026S(1)35,051D$91.94(4)3,105,728D
Ordinary Shares07/01/2026S(1)1,400D$92.59(5)3,104,328D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 12, 2025.
2. This transaction was executed in multiple trades at prices ranging from $89.42 to $90.41. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
3. This transaction was executed in multiple trades at prices ranging from $90.42 to $91.41. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
4. This transaction was executed in multiple trades at prices ranging from $91.42 to $92.39. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
5. This transaction was executed in multiple trades at prices ranging from $92.51 to $92.61. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
/s/ Shanti Ariker pursuant to power of attorney07/02/2026
** Signature of Reporting PersonDate
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

How many JFrog (FROG) shares did director Simon Frederic sell?

Simon Frederic sold a total of 120,000 JFrog Ordinary Shares. The Form 4 shows four open-market transactions, each a non-derivative sale, combining to this net amount according to the transaction summary provided in the filing.

At what prices were the JFrog (FROG) shares sold by Simon Frederic?

The reported weighted average sale prices ranged from $90.25 to $92.59 per share. Footnotes indicate each transaction was executed through multiple trades within narrower intraday price ranges, with full trade-level detail available upon request from the issuer or regulators.

Were Simon Frederic’s JFrog (FROG) share sales made under a Rule 10b5-1 plan?

Yes. A footnote states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on August 12, 2025. Such pre-arranged plans schedule trades in advance, reducing the significance of the specific timing of these transactions for interpreting insider sentiment.

What type of transactions did the JFrog (FROG) Form 4 report for Simon Frederic?

All reported transactions were non-derivative open-market sales of Ordinary Shares, coded as “S.” The transaction summary shows four sale transactions, no purchases, and no derivative exercises, gifts, or tax-withholding entries in this particular Form 4 filing.

Did the JFrog (FROG) Form 4 include any option exercises or derivative trades?

No. The derivative summary in the Form 4 is empty, and the transaction summary reports zero derivative exercises and zero derivative transactions. All activity disclosed for Simon Frederic in this filing involves direct sales of Ordinary Shares only.