Insider sale: JFrog director disposes 35,000 shares at ~$41-$42

Rhea-AI Filing Summary

JFrog Ltd. director Simon Frederic sold 35,000 ordinary shares on August 12, 2025, under a pre-existing Rule 10b5-1 trading plan. The sales were reported on Form 4 and executed in multiple trades: 28,193 shares at a weighted average price of $41.22 and 6,807 shares at a weighted average price of $42.04. After these dispositions the reporting person beneficially owned 4,204,903 ordinary shares.

The Form 4 states the 10b5-1 plan was adopted August 12, 2024, and the filer certified willingness to provide details of individual trade prices on request. The filing was signed via power of attorney on August 14, 2025. No derivative transactions or other security classes are reported.

Positive

• Sales were made under a Rule 10b5-1 trading plan, indicating a pre-established, compliant mechanism for insider transactions
• Full post-transaction ownership disclosed: the reporting person retains 4,204,903 ordinary shares after the sales

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider executed modest sales under an established 10b5-1 plan; ownership remains large relative to sale size.

The reported disposition totaled 35,000 shares via two sets of trades at weighted average prices of $41.22 and $42.04. These sales were made pursuant to a 10b5-1 plan adopted one year earlier, which supports that transactions were pre-planned and not based on undisclosed company developments. The reporting person still holds roughly 4.2 million shares after the transactions, indicating the sales represent a small fraction of total holdings and are unlikely to materially affect company capitalization.

Corporate Governance Expert

TL;DR: Filing reflects compliant insider selling under a Rule 10b5-1 plan with appropriate disclosures.

The Form 4 discloses adoption date of the trading plan, weighted-average sale prices, and an undertaking to provide per-trade details to regulators or shareholders on request. The signature was executed by a power of attorney, which is properly noted. From a governance perspective, documentation shown aligns with standard disclosure practices for executive/director transactions.

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^*

Simon Frederic

(Last) (First) (Middle)

C/O JFROG LTD.

270 E. CARIBBEAN DRIVE

(Street)

SUNNYVALE CA 94089

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
JFrog Ltd [ FROG ]

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)
08/12/2025

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
Ordinary Shares	08/12/2025		S(1)		28,193	D	$41.22(2)	4,211,710	D
Ordinary Shares	08/12/2025		S(1)		6,807	D	$42.04(3)	4,204,903	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. 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, 2024.

2. This transaction was executed in multiple trades at prices ranging from $40.84 to $41.81. 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 $41.84 to $42.66. 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 attorney	08/14/2025
	** 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).
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.

FAQ

What transactions did the Form 4 for FROG report?

The Form 4 reports that director Simon Frederic sold 35,000 ordinary shares on 08/12/2025 in multiple trades.

Were the sales executed under a 10b5-1 plan for FROG?

Yes. The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on 08/12/2024.

What prices were reported for the insider sales of FROG shares?

The filing reports weighted average prices of $41.22 for 28,193 shares and $42.04 for 6,807 shares, with detailed per-trade ranges disclosed in explanations.

How many FROG shares does the reporting person own after the transactions?

After the reported sales the reporting person beneficially owned 4,204,903 ordinary shares.

When was the Form 4 signed and by whom?

The Form 4 was signed on behalf of the reporting person by Shanti Ariker pursuant to power of attorney on 08/14/2025.