FROG insider sale: Simon Frederic disposes ~35k shares via 10b5-1

Rhea-AI Filing Summary

JFrog Ltd. director Simon Frederic sold shares under a pre-established Rule 10b5-1 plan. On 09/09/2025 the reporting person effected multiple sales totaling 34,972 ordinary shares at a weighted average price of $50.01 and an additional sale of 28 ordinary shares at $50.77. The Form 4 states the 10b5-1 trading plan was adopted on August 12, 2024 and that the reported weighted-average price reflects multiple executions between $49.70 and $50.65. Following the reported transactions the reporting person beneficially owned approximately 4,119,903 ordinary shares as shown on the filing.

Positive

• Sales executed under a documented Rule 10b5-1 plan, which provides a pre-established framework for insider transactions.
• Filing discloses execution price range and weighted-average price, enhancing transparency about the transactions.
• Form 4 reports post-transaction beneficial ownership (approximately 4,119,903 shares), meeting disclosure requirements.

Negative

• Director sold approximately 35,000 shares on 09/09/2025, which represents an insider liquidity event that some investors may view negatively.

Insights

Securities Analyst

TL;DR: Insider sales of ~35,000 shares executed under a 10b5-1 plan; transaction appears procedural and was disclosed on Form 4.

The filing documents sales executed on 09/09/2025 under a Rule 10b5-1 plan adopted 08/12/2024, totaling 35,000 shares sold in multiple trades at a reported weighted-average price of $50.01 for the bulk and $50.77 for a separate small lot. The disclosure of the 10b5-1 plan and the range of execution prices ($49.70 to $50.65) provides transparency about execution mechanics. From an analytical perspective this is a routine insider liquidity event rather than an operational disclosure; the filing does not provide information about company performance or strategic changes.

Corporate Governance Expert

TL;DR: Proper procedure followed: sales covered by a documented 10b5-1 plan and Form 4 signed via POA.

The report indicates the reporting person is a director and that sales were effected pursuant to a 10b5-1 trading plan adopted 08/12/2024. The Form 4 is executed by an agent pursuant to power of attorney, consistent with common practice. The filing supplies the required post-transaction beneficial ownership totals (approx. 4.12 million shares). No amendments or additional disclosures are present. There is no information in the filing about motive or any change in role, so governance implications are limited to routine insider disposition and timely SEC reporting.

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)
09/09/2025

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	09/09/2025		S(1)		34,972	D	$50.01(2)	4,119,931	D
Ordinary Shares	09/09/2025		S(1)		28	D	$50.77	4,119,903	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 $49.70 to $50.65. 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	09/11/2025
	** 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 did Simon Frederic disclose on the Form 4 for FROG?

The Form 4 reports that Simon Frederic, a director, sold 34,972 ordinary shares at a weighted-average price of $50.01 and 28 shares at $50.77 on 09/09/2025 under a Rule 10b5-1 plan.

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

Yes. The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 12, 2024.

What price range was disclosed for the FROG insider sales?

The Form 4 discloses execution prices ranged from $49.70 to $50.65, with a reported weighted-average price shown in the filing.

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

Following the reported transactions the Form 4 shows approximately 4,119,903 ordinary shares beneficially owned by the reporting person.

When were the transactions reported on the Form 4 filed?

The signature block shows the Form 4 was signed on 09/11/2025 by an agent pursuant to power of attorney.