JFrog CFO sells 17K shares in plan trades

JFrog’s CFO reported sales of 17,216 Ordinary Shares, largely from tax withholding and a Rule 10b5-1 trading plan in early September 2026.

Rhea-AI Filing Summary

JFrog Ltd (FROG) reported that its chief financial officer, Eduard Grabscheid, reported net dispositions of 17,216 Ordinary Shares in early September 2026. On September 2, 2026, he disposed of 8,780 shares at $90.51 per share to cover statutory tax withholding linked to RSU vesting, which the disclosure states was not a discretionary sale.

On September 3, 2026, he sold additional blocks of shares totaling 8,436 shares in open-market transactions at weighted-average prices between about $90.23 and $93.14, effected under a Rule 10b5-1 trading plan adopted on March 6, 2026. A footnote also notes that his holdings include 179 shares purchased through JFrog’s 2020 Employee Stock Purchase Plan.

Insider Trade Summary 10b5-1

Net Seller: 17,216 shares

Net Sell 7 txns

Insider Grabscheid Eduard

Role CHIEF FINANCIAL OFFICER

Sold 17,216 shs ($1.57M)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares F3, F4	2,066	$90.99	$188K
Sale	Ordinary Shares F3, F5	5,414	$91.62	$496K
Sale	Ordinary Shares F3, F6	777	$93.05	$72K
Sale	Ordinary Shares F3, F7	111	$91.29	$10K
Sale	Ordinary Shares F3, F8	47	$91.86	$4K
Sale	Ordinary Shares F3, F9	21	$93.00	$2K
Sale	Ordinary Shares F1, F2	8,780	$90.51	$795K

Holdings After Transaction: Ordinary Shares — 192,060 shares (Direct)

Footnotes (9)

1. F1. Represents the number of shares sold to cover the statutory tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) and does not represent a discretionary sale by the Reporting Person.
2. F2. Includes 179 ordinary shares purchased pursuant to the JFrog Ltd. 2020 Employee Stock Purchase Plan ("ESPP"), for the purchase period ended August 31, 2026. In accordance with the ESPP, these shares were purchased at a price equal to 85% of the closing price of Issuer's ordinary shares on March 2, 2026.
3. F3. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 6, 2026.
4. F4. This transaction was executed in multiple trades at prices ranging from $90.23 to $91.21. 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. F5. This transaction was executed in multiple trades at prices ranging from $91.23 to $92.19. 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.
6. F6. This transaction was executed in multiple trades at prices ranging from $92.81 to $93.14. 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.
7. F7. This transaction was executed in multiple trades at prices ranging from $90.67 to $91.64. 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.
8. F8. This transaction was executed in multiple trades at prices ranging from $91.70 to $92.00. 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.
9. F9. This transaction was executed in multiple trades at prices ranging from $92.81 to $93.14. 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.

Key Figures

Total shares disposed: 17,216 shares Tax-withholding shares: 8,780 shares Tax-withholding sale price: $90.51 per share +5 more

8 metrics

Total shares disposed 17,216 shares Net Ordinary Shares disposed in transactions reported for early September 2026

Tax-withholding shares 8,780 shares Shares sold September 2, 2026 to cover statutory tax withholding on RSU vesting

Tax-withholding sale price $90.51 per share Price for 8,780-share sale on September 2, 2026

Shares sold under 10b5-1 plan 8,436 shares Aggregate Ordinary Shares sold on September 3, 2026 under Rule 10b5-1 plan

Rule 10b5-1 plan adoption date March 6, 2026 Adoption date of trading plan covering September 3, 2026 sales

Weighted-average sale prices $90.99–$93.05 per share Representative weighted-average prices for September 3, 2026 sale tranches

ESPP shares included in holdings 179 shares Ordinary Shares purchased via JFrog 2020 ESPP for period ended August 31, 2026

ESPP purchase discount 85% ESPP purchase price equal to 85% of March 2, 2026 closing price

Key Terms

Rule 10b5-1 trading plan, statutory tax withholding obligations, Restricted Stock Units (RSUs), weighted average sale price, +1 more

5 terms

Rule 10b5-1 trading plan regulatory

"The sales reported ... were effected pursuant to a Rule 10b5-1 trading plan"

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.

statutory tax withholding obligations financial

"shares sold to cover the statutory tax withholding obligations in connection"

Restricted Stock Units (RSUs) financial

"statutory tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs)"

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

weighted average sale price financial

"The price reported above reflects the weighted average sale price"

Employee Stock Purchase Plan ("ESPP") financial

"purchased pursuant to the JFrog Ltd. 2020 Employee Stock Purchase Plan ("ESPP")"

FAQ

What did JFrog (FROG) disclose about CFO Eduard Grabscheid’s recent share transactions?

JFrog disclosed that CFO Eduard Grabscheid reported net dispositions of 17,216 Ordinary Shares in early September 2026, including tax-withholding sales tied to RSU vesting and additional open-market sales under a Rule 10b5-1 trading plan.

How many JFrog (FROG) shares did the CFO sell to cover tax withholding?

On September 2, 2026, the CFO disposed of 8,780 Ordinary Shares at $90.51 per share to satisfy statutory tax withholding obligations related to RSU vesting, which the disclosure states does not represent a discretionary sale.

What share sales by the JFrog (FROG) CFO were made under a Rule 10b5-1 plan?

On September 3, 2026, the CFO sold an aggregate of 8,436 Ordinary Shares in several trades at weighted-average prices between about $90.23 and $93.14, effected pursuant to a Rule 10b5-1 trading plan adopted on March 6, 2026.

What prices were received in the JFrog (FROG) CFO’s September 3, 2026 sales?

The September 3, 2026 sales were executed in multiple trades with weighted-average prices per share of $90.99, $91.62, $93.05, $91.29, $91.86, and $93.00, with detailed price ranges noted in the footnotes.

Did the JFrog (FROG) CFO purchase any shares through the ESPP mentioned in the Form 4?

Yes. A footnote states that the CFO’s holdings include 179 Ordinary Shares purchased under the JFrog Ltd. 2020 Employee Stock Purchase Plan for the purchase period ended August 31, 2026, at 85% of the March 2, 2026 closing price.

Were the JFrog (FROG) CFO’s trades tied to a pre-arranged plan?

Yes. The filing states that the September 3, 2026 sales were made pursuant to a Rule 10b5-1 trading plan adopted by the CFO on March 6, 2026, indicating they were pre-arranged under that plan.

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Available on EDGAR 09/04/2026 - 04:16 PM Accepted by SEC EDGAR 09/04/2026 - 04:15 PM Learn about SEC filing dates

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

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^*

Grabscheid Eduard

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	09/02/2026		S		8,780(1)	D	$90.51	200,496(2)	D
Ordinary Shares	09/03/2026		S(3)		2,066	D	$90.99(4)	198,430	D
Ordinary Shares	09/03/2026		S(3)		5,414	D	$91.62(5)	193,016	D
Ordinary Shares	09/03/2026		S(3)		777	D	$93.05(6)	192,239	D
Ordinary Shares	09/03/2026		S(3)		111	D	$91.29(7)	192,128	D
Ordinary Shares	09/03/2026		S(3)		47	D	$91.86(8)	192,081	D
Ordinary Shares	09/03/2026		S(3)		21	D	$93(9)	192,060	D

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

Explanation of Responses:

1. Represents the number of shares sold to cover the statutory tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) and does not represent a discretionary sale by the Reporting Person.

2. Includes 179 ordinary shares purchased pursuant to the JFrog Ltd. 2020 Employee Stock Purchase Plan ("ESPP"), for the purchase period ended August 31, 2026. In accordance with the ESPP, these shares were purchased at a price equal to 85% of the closing price of Issuer's ordinary shares on March 2, 2026.

3. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 6, 2026.

4. This transaction was executed in multiple trades at prices ranging from $90.23 to $91.21. 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 $91.23 to $92.19. 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.

6. This transaction was executed in multiple trades at prices ranging from $92.81 to $93.14. 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.

7. This transaction was executed in multiple trades at prices ranging from $90.67 to $91.64. 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.

8. This transaction was executed in multiple trades at prices ranging from $91.70 to $92.00. 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.

9. This transaction was executed in multiple trades at prices ranging from $92.81 to $93.14. 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 a Power of Attorney	09/04/2026
	** 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).
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)