FROG on Nasdaq

JFrog Ltd

Logo: jfrog.com4

JFrog Ltd is a software company based in Sunnyvale, founded in 2008.1 It was founded by Shlomi Ben Haim.1 It employed 1,300 people in 2022.1

Price unavailable

Last updated Oct 21, 2026.

Overview

Apr 28, 2008Founded1

Compare with BlackBerry, Skillsoft or Magic Software Enterprises Ltd., or pick any stock.

  • TickerFROG on Nasdaq1
  • IndustryDevOps, development and operations1
  • HeadquartersSunnyvale1
  • Websitejfrog.com
  • Legal formpublic company1
  • Incorporated inIsrael5
  • Business address270 E Caribbean Drive, Sunnyvale, Ca 940895
  • Filer categoryLarge accelerated filer5
  • LEI2549002N8E00AY49G5673
  • StatusActive3
  • LEI statusIssued and current3
  • Registered addressHaMahshev St 3, 4250713 Netanya, Israel3
  • Registered withIsraeli Corporations Authority (Department of Justice), 5141304913
JFrog Ltd image from its website
Image: jfrog.com4

The complimentary practices of DevOps, DevSecOps, DevGovOps, MLOps and AI development are converging within organizations, exposing new challenges in process, security, governance and compliance for software delivery. This unification continues to re-shape the composition of development teams, increase software volume, and expand enterprise digital footprints. As a pioneer in DevOps, DevSecOps, and DevGovOps, JFrog recognizes the unique potential of technology shifts and how they are best adopted within an organization.7 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

76.8%Gross margin8
-17.3%Operating margin8
-13.5%Net margin8
24.1%Revenue growth, 20258
-8.1%Return on equity8
$142.3MFree cash flow8

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Subscription brought in 49% of the revenue JFrog Ltd broke down this way in fiscal 2025.

  1. Subscription$259.5M849%up 9% from 2024
  2. SaaS$243.3M846%up 45% from 2024
  3. License$29.0M85%up 35% from 2024
Products and services by year
Products and services202320242025
Subscription$210.9M$238.9M$259.5M
SaaS$119.3M$168.0M$243.3M
License$19.7M$21.6M$29.0M

Regions

United States brought in 60% of the revenue JFrog Ltd broke down this way in fiscal 2025.

  1. United States$316.5M860%up 22% from 2024
  2. Rest Of World$198.9M837%up 26% from 2024
  3. Israel$16.4M83%up 34% from 2024
Regions by year
Regions202320242025
United States$215.6M$258.9M$316.5M
Rest Of World$124.9M$157.3M$198.9M
Israel$9.3M$12.3M$16.4M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue23¢$123.5M
  • Research and development37¢$195.1M
  • Other costs39¢$207.5M
  • Income tax1¢$5.8M

Out of $531.8M in revenue.8 The company lost money this year.

Where each dollar of operating cash went, fiscal 2025

  • Capital spending2¢$3.5M
  • Kept or used elsewhere98¢$142.3M

Out of $145.7M of cash from operations.8

Financial statements

Revenue91011128$531.8M in 2025+408% since 2019
0$200.0M$400.0M$600.0M2019: $104.7M$104.7M20192020: $150.8M$150.8M2020+44%2021: $206.7M$206.7M2021+37%2022: $280.0M$280.0M2022+35%2023: $349.9M$349.9M2023+25%2024: $428.5M$428.5M2024+22%2025: $531.8M$531.8M2025+24%
Gross profit91011128$408.4M in 2025+382% since 2019
0$200.0M$400.0M$600.0M2019: $84.7M$84.7M20192020: $122.4M$122.4M2020+45%2021: $164.9M$164.9M2021+35%2022: $217.8M$217.8M2022+32%2023: $272.8M$272.8M2023+25%2024: $330.2M$330.2M2024+21%2025: $408.4M$408.4M2025+24%
Operating income91011128-$91.9M in 2025+1224% since 2019
-$100.0M-$75.0M-$50.0M-$25.0M02019: -$6.9M-$6.9M20192020: -$14.2M-$14.2M2020+105%2021: -$68.4M-$68.4M2021+382%2022: -$89.8M-$89.8M2022+31%2023: -$75.5M-$75.5M2023−16%2024: -$91.1M-$91.1M2024+21%2025: -$91.9M-$91.9M2025+1%
Net income91011128-$71.8M in 2025+1231% since 2019
-$100.0M-$75.0M-$50.0M-$25.0M02019: -$5.4M-$5.4M20192020: -$9.4M-$9.4M2020+74%2021: -$64.2M-$64.2M2021+583%2022: -$90.2M-$90.2M2022+40%2023: -$61.3M-$61.3M2023−32%2024: -$69.2M-$69.2M2024+13%2025: -$71.8M-$71.8M2025+4%

Every line of the income statement as filed: the last 3 fiscal years, latest first.8

Period ending2025-12-312024-12-312023-12-31
Total subscription revenue$531.8M$428.5M$349.9M
Total cost of revenuesubscription$123.5M$98.3M$77.0M
Gross profit$408.4M$330.2M$272.8M
Research and development$195.1M$160.9M$134.6M
Sales and marketing$223.9M$190.4M$150.7M
General and administrative$81.2M$70.0M$63.1M
Total operating expenses$500.2M$421.3M$348.4M
Operating loss-$91.9M-$91.1M-$75.5M
Interest and other income, net$25.8M$25.3M$21.0M
Loss before income taxes-$66.0M-$65.8M-$54.5M
Income tax expense$5.8M$3.4M$6.7M
Net loss-$71.8M-$69.2M-$61.3M
Net loss per share, basic-$0.62-$0.63-$0.59
Net loss per share, diluted-$0.62-$0.63-$0.59
Weighted-average shares used in computing net loss per share, basic116.2M shares109.7M shares103.3M shares
Weighted-average shares used in computing net loss per share, diluted116.2M shares109.7M shares103.3M shares

Compare JFrog Ltd with another company

Corporate structure

JFrog Ltd sits at the top of its group. 3 entities, 3 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of JFrog Ltd

  • JFrog Ltd Netanya, Israel
    • JFrog India Private Ltd. Subsidiary · India
    • JFrog UK Limited Subsidiary · United Kingdom

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What JFrog Ltd reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$21.4M8 Dec 31, 2025$19.7M8 Dec 31, 2024+8.4%
Accumulated depreciation$15.8M8 Dec 31, 2025$14.0M8 Dec 31, 2024+12.7%
Property and equipment, net$5.5M8 Dec 31, 2025$5.7M8 Dec 31, 2024−2.3%
Operating-lease assets (leased space)$12.1M8 Dec 31, 2025$14.2M8 Dec 31, 2024−15.1%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$75.8M8 Dec 31, 2025$49.9M8 Dec 31, 2024+52.1%
Marketable securities, current$481.1M8 Dec 31, 2025$366.6M12 Dec 31, 2024+31.2%
Debt securities available for sale$481.1M8 Dec 31, 2025$366.6M8 Dec 31, 2024+31.2%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$371.5M8 Dec 31, 2025$371.5M8 Dec 31, 20240%
Intangible assets, net (excluding goodwill)$39.9M8 Dec 31, 2025$60.8M8 Dec 31, 2024−34.4%
Finite-lived intangibles, gross$94.2M8 Dec 31, 2025$102.1M8 Dec 31, 2024−7.8%
Accumulated amortization$54.3M8 Dec 31, 2025$41.3M8 Dec 31, 2024+31.3%
Finite-lived intangibles, net$39.9M8 Dec 31, 2025$60.8M8 Dec 31, 2024−34.4%

Properties, in its own words

We are co-headquartered in Sunnyvale, California and in Netanya, Israel. We lease approximately 64,000 square feet of office space in Sunnyvale under leases expiring through 2031, and approximately 52,000 square feet of office space in Netanya under a lease expiring in 2026.

We lease all of our facilities and do not own any real property. We believe that our facilities are adequate for our current needs and anticipate that suitable additional space will be readily available to accommodate any foreseeable expansion of our operations.

Item 2 of the 10-K filed Feb 13, 2026.7

The story

Founded by Shlomi Ben Haim on Apr 28, 2008.1

Leadership

Who has led JFrog Ltd, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (15)

Products and brands

  • development and operations

Listed on Wikidata.1

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • JFrog India Private Ltd. India6
  • JFrog UK Limited United Kingdom6
  • JFrog, Inc. Delaware6

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Employees over time

  • 20221,3001

Timeline

  1. Aug 6, 20268-K Results of operations32
  2. May 22, 20268-K Shareholder vote33
  3. May 7, 20268-K Results of operations34
  4. Feb 26, 20268-K Other events35
  5. Feb 12, 20268-K Results of operations36
  6. Nov 6, 20258-K Results of operations37
  7. Sep 25, 20258-K Executive or director change38
  8. Aug 7, 20258-K Results of operations39
  9. May 22, 20258-K Shareholder vote40
  10. May 8, 20258-K Results of operations41
  11. Mar 26, 20258-K Executive or director change42
  12. Feb 13, 20258-K Results of operations43
  13. Sep 15, 2020New chief executive Ben Haim Shlomi becomes CEO16
  14. Sep 2020Went public Listed on NASDAQ1
  15. Apr 28, 2008Founded Founded1

Calendar

Coming up

  1. Nov 5, 2026 · After the closeReports results for the quarter ending Sep/2026 A year earlier it reported ($0.10) a share, on Nov 6, 2025.44

When it reported results

  1. Aug 6, 2026Reported quarterly or annual results32
  2. May 7, 2026Reported quarterly or annual results34
  3. Feb 12, 2026Reported quarterly or annual results36
  4. Nov 6, 2025Reported quarterly or annual results37
  5. Aug 7, 2025Reported quarterly or annual results39
  6. May 8, 2025Reported quarterly or annual results41
  7. Feb 13, 2025Reported quarterly or annual results43
  8. Nov 7, 2024Reported quarterly or annual results45

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

804 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 35 major events, 429 insider forms, 23 large holders, 297 other. The latest 20:

  1. Oct 9, 20264 EDGAR
  2. Oct 7, 20264 EDGAR
  3. Oct 5, 20264 EDGAR
  4. Oct 2, 20264 EDGAR
  5. Sep 16, 20264 EDGAR
  6. Sep 14, 2026144 EDGAR
  7. Sep 14, 20264 EDGAR
  8. Sep 10, 20264 EDGAR
  9. Sep 10, 20264 EDGAR
  10. Sep 9, 20264 EDGAR
  11. Sep 8, 2026144 EDGAR
  12. Sep 8, 2026144 EDGAR
  13. Sep 4, 20264 EDGAR
  14. Sep 4, 20264 EDGAR
  15. Sep 3, 2026144 EDGAR
  16. Sep 3, 20264 EDGAR
  17. Sep 3, 20264 EDGAR
  18. Sep 1, 20264 EDGAR
  19. Aug 31, 20264 EDGAR
  20. Aug 28, 2026144 EDGAR

The 804 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

374 open-market trades by officers, directors and large owners since October 2021: 0 buys and 374 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 14, 2026ZWARENSTEIN BARRYDirectorSale1,250$88.38$110.5KForm 4
Sep 8, 2026Notman TaliCHIEF REVENUE OFFICERSale18,794$86.98$1.6MForm 4
Sep 8, 2026Shlomi Ben HaimCHIEF EXECUTIVE OFFICERSale45,700$85.35$3.9MForm 4
Sep 4, 2026Landman YoavCHIEF TECHNOLOGY OFFICERSale45,000$89.27$4.0MForm 4
Sep 3, 2026Grabscheid EduardCHIEF FINANCIAL OFFICERSale8,436$91.60$772.7KForm 4
Sep 2, 2026Grabscheid EduardCHIEF FINANCIAL OFFICERSale8,780$90.51$794.7KForm 4
Sep 2, 2026Notman TaliCHIEF REVENUE OFFICERSale19,157$90.51$1.7MForm 4
Sep 2, 2026Shlomi Ben HaimCHIEF EXECUTIVE OFFICERSale37,232$90.51$3.4MForm 4
Sep 1, 2026Simon FredericDirectorSale120,000$93.21$11.2MForm 4
Aug 28, 2026Steele ElisaDirectorSale554$103.41$57.3KForm 4
Aug 27, 2026Landman YoavCHIEF TECHNOLOGY OFFICERSale249,300$100.72$25.1MForm 4
Aug 13, 2026Simon FredericDirectorSale120,000$90.86$10.9MForm 4
Aug 13, 2026Landman YoavCHIEF TECHNOLOGY OFFICERSale45,000$90.86$4.1MForm 4
Aug 7, 2026Shlomi Ben HaimCHIEF EXECUTIVE OFFICERSale15,000$91.00$1.4MForm 4
Jul 23, 2026ZWARENSTEIN BARRYDirectorSale1,250$80.10$100.1KForm 4
Jul 17, 2026Landman YoavCHIEF TECHNOLOGY OFFICERSale45,000$87.23$3.9MForm 4
Jul 16, 2026Sela YossiDirectorSale25,000$87.43$2.2MForm 4
Jul 8, 2026Shlomi Ben HaimCHIEF EXECUTIVE OFFICERSale15,000$94.37$1.4MForm 4
Jul 7, 2026Landman YoavCHIEF TECHNOLOGY OFFICERSale700$99.00$69.3KForm 4
Jul 1, 2026Grabscheid EduardCHIEF FINANCIAL OFFICERSale561$92.61$52.0KForm 4

All 374 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025SHLOMI BEN HAIM,56$620.8K$16.8M57
2025TALI NOTMAN,43$520.8K$7.3M57
2025YOAV LANDMAN,54$400.5K$5.2M57
2025EDUARD GRABSCHEID,52$491.7K$4.1M57
2024Chief Executive Officer$575.0K$10.3M57
2024Chief Revenue Officer$480.0K$5.0M57
2024Chief Financial Officer$450.0K$3.4M57
2024Chief Technology Officer$347.8K$2.6M57
2023Chief Executive Officer$500.0K$7.2M57
2023Chief Revenue Officer$460.0K$4.9M57
2023Chief Technology Officer$320.9K$2.6M57

SEC filer profile

How JFrog Ltd is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARJFrog Ltd2
  • CIK0001800667
  • Employer ID (EIN)98-06806497
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company7
  • Incorporated inIsrael7
  • Fiscal year endsDecember 312
  • Industry code (SIC)7372 Services-Prepackaged Software2
  • SEC reviewing officeOffice of Technology, Division of Corporation Finance2
  • Business address270 E Caribbean Drive, Sunnyvale, CA 940892
  • Phone(408) 329-15402
  • Shares outstanding123,301,311 as of Jul 31, 202614
  • Public float$4.4B as of Jun 30, 20257
  • AuditorKOST FORER GABBAY & KASIERER, Tel-Aviv, Israel PCAOB ID 1281; it also attests to the company’s internal control over financial reporting7
  • On EDGAR sinceFeb 7, 20202
  • Filings900 in all: 4 (449), 144 (267), 8-K (43), SC 13G/A (19), 10-Q (18), 3 (18), S-8 (9), SC 13G (9)2
    All 31 form types

    144/A (8), 10-K (6), CORRESP (6), DEF 14A (6), PRE 14A (6), 4/A (5), ARS (4), UPLOAD (4), DEFA14A (3), DRSLTR (3), DRS/A (2), S-1/A (2), SCHEDULE 13G (2), SCHEDULE 13G/A (2), 3/A (1), 424B4 (1), 8-A12B (1), 8-K/A (1), CERT (1), DRS (1), EFFECT (1), FWP (1), S-1 (1)

  • Latest filingsAnnual report (10-K) Feb 13, 2026
    Quarterly report (10-Q) Aug 7, 2026
    Proxy statement (DEF 14A) Apr 7, 2026
    Latest 8-K (8-K) Aug 6, 2026

Securities registered for trading

ClassSymbolExchange
Ordinary Shares, NIS 0.01 par valueFROGThe Nasdaq Global Select Market

From the cover page of the 10-K filed Feb 13, 2026 (Section 12(b) of the Exchange Act).7

Risk factors and legal proceedings

The risks JFrog Ltd names in Item 1A of its 10-K filed Feb 13, 2026: 69 risks under these headings, as written.7

  • Risks Related to Our Business and Industry
  • Our business and operations have experienced significant growth, and if we do not appropriately manage future growth, if any, or are unable to improve and scale our systems, processes, and controls, our business, financial condition, results of operations, and prospects will be adversely affected.
  • Our recent results may not be indicative of our future performance, and we may not be able to sustain our revenue growth rate in the future. Our growth also makes it difficult to evaluate our future prospects and may increase the risk that we will not be successful.
  • Our results of operations are likely to fluctuate from quarter to quarter, which could adversely affect the trading price of our ordinary shares.
  • We have a history of losses and may not be able to achieve profitability on a consistent basis. If we cannot achieve profitability, our business, financial condition, and results of operations may suffer.
  • The markets for our products are maturing and may evolve more slowly or differently than we expect. Our future success depends on the growth and expansion of these markets and our ability to adapt and respond effectively to evolving markets.
  • We expect our revenue mix to vary over time, which could harm our gross margin and results of operations.
  • If we are not able to keep pace with technological and competitive developments or fail to integrate our products with a variety of technologies that are developed by others, our products may become less marketable, less competitive, or obsolete, and our results of operations may be adversely affected.
  • We may not be able to compete successfully against current and future competitors, some of whom have greater financial, technical, and other resources than we do. If we do not compete successfully, our business, financial condition, and results of operations could be harmed.
  • JFrog Artifactory is at the center of our platform and any decline in demand for JFrog Artifactory occasioned by malfunction, inferior performance, increased competition, or otherwise, will impact our business, results of operations and financial condition.
  • We recognize a significant portion of revenue from subscriptions over the term of the relevant subscription period, and as a result, downturns or upturns in sales may not immediately be fully reflected in our results of operations.
  • If our existing customers do not renew their subscriptions, our business and results of operations could be adversely affected.
The other 58 risks
  • If we are unable to increase sales of our subscriptions to new customers, sell additional subscriptions to our existing customers, or expand the value of our existing customers’ subscriptions, our future revenue and results of operations will be harmed.
  • We depend on our executive officers and other key employees, and the loss of one or more of these employees or an inability to attract and retain highly skilled employees could harm our business.
  • Our business and success depend in part on our strategic relationships with third parties, including our public cloud providers and our channel partners. If we fail to maintain or expand these relationships, our results of operations and reputation could be harmed.
  • A limited-functionality version of JFrog Artifactory is licensed under an open source license, which could negatively affect our ability to monetize our products and protect our intellectual property rights.
  • Our ability to achieve customer renewals and increase sales of our products is highly dependent on the quality of our customer support, and our failure to offer high quality support would have an adverse effect on our business, reputation, and results of operations.
  • Seasonality may cause fluctuations in our sales and results of operations.
  • A real or perceived defect, security vulnerability, error, or performance failure in our platform could cause us to lose revenue, expose us to liability, and damage our reputation.
  • Incorrect implementation or use of, or our customers’ failure to update, our products could result in customer dissatisfaction and negatively affect our business, operations, financial results, and growth prospects.
  • Interruptions or performance problems associated with our technology and infrastructure, and our reliance on technologies from third parties, may adversely affect our business operations and financial results.
  • We provide service-level commitments under our subscription agreements. If we fail to meet these or materially breach other contractual commitments, we could face liabilities or subscription termination with refunds of prepaid amounts, which would decrease our revenue and harm our business, financial condition, and results of operations.
  • If we are not able to maintain and enhance our brand, especially among developers, security teams, data scientists and IT operators, our business and results of operations may be adversely affected.
  • Our corporate culture has contributed to our success, and if we cannot maintain this culture as we grow, we could lose the innovation, creativity, and entrepreneurial spirit we have worked to foster, which could harm our business.
  • Our inbound sales model may not continue to be as successful as we anticipate and our direct, traditional sales functions may not be able to fully compensate for a potential large downturn in the inbound business.
  • The sales prices of our products may fluctuate or decline, which may reduce our revenue and gross profit and adversely affect our financial results.
  • The length of our sales cycle can be unpredictable, particularly with respect to sales to large customers, and our sales efforts may require considerable time and expense.
  • We rely on traditional web search engines and AI-powered synopses to direct traffic to our website. If our website fails to rank prominently in these search results, traffic to our website could decline and our business would be adversely affected.
  • Unfavorable economic conditions may adversely affect our business and financial condition due to impacts on enterprise spending trends, including reductions in information technology spending and decreased demand for our products, which could limit our ability to grow our business.
  • We have acquired, and may in the future acquire, complementary businesses which could require significant management attention, disrupt our business, dilute shareholder value, and adversely affect our results of operations.
  • Our failure to generate significant capital or raise additional capital necessary to expand our operations and invest in new products could reduce our ability to compete and could harm our business.
  • A minor portion of our revenue is generated by sales to government entities, which are subject to a number of challenges and risks.
  • Issues in the development and use of AI, combined with an uncertain regulatory environment, may result in reputational harm, liability, or other adverse consequences to our business operations.
  • Expectations of our performance relating to sustainability and governance factors may impose additional costs and expose us to new risks.
  • Risks Related to our Intellectual Property
  • Failure to protect our proprietary technology and intellectual property rights could substantially harm our business and results of operations.
  • We could incur substantial costs as a result of any claim of infringement, misappropriation, or violation of another party’s intellectual property rights.
  • We may become subject to claims for remuneration or royalties for assigned service invention rights by our employees, which could result in litigation and would adversely affect our business.
  • Indemnity provisions in various agreements potentially expose us to substantial liability for intellectual property infringement, misappropriation, violation, and other losses.
  • Our use of open source software could negatively affect our ability to sell our products and subject us to possible litigation.
  • Risks Related to Privacy, Data Protection, and Cybersecurity
  • A breach of our security measures or unauthorized access to proprietary and confidential data, or a perception that any security breach or other incident has occurred, may result in our platform or products being perceived as not secure, lower customer use or stoppage of use of our products, and significant liabilities.
  • We are subject to stringent and changing laws, regulations, standards, and contractual obligations related to privacy, data protection, and data security. Our actual or perceived failure to comply with such obligations could harm our business.
  • Risks Related to Foreign Operations
  • Our international operations and expansion expose us to risks.
  • If we are not successful in sustaining and expanding our international business, we may incur additional losses and our revenue growth could be harmed.
  • As we conduct operations in China, risks associated with economic, political, and social events in China could negatively affect our business and results of operations.
  • We are subject to various governmental export controls, trade sanctions, and import laws and regulations that could impair our ability to compete in international markets or subject us to liability if we violate these controls.
  • Failure to comply with anti-bribery, anti-corruption, anti-money laundering laws, and similar laws, could subject us to penalties and other adverse consequences.
  • We are exposed to fluctuations in currency exchange rates, which could negatively affect our financial condition and results of operations.
  • Risks Related to Taxation
  • Unanticipated changes in effective tax rates or adverse outcomes resulting from examination of our income or other tax returns could expose us to greater than anticipated tax liabilities.
  • Our corporate structure and intercompany arrangements are subject to the tax laws of various jurisdictions, and we could be obligated to pay additional taxes, which would harm our results of operations.
  • The tax benefits that are available to us require us to continue to meet various conditions and may be terminated or reduced in the future, which could increase our costs and taxes.
  • We could be required to collect additional sales, use, value added, digital services, or other similar taxes or be subject to other liabilities that may increase the costs our clients would have to pay for our products which would adversely affect our results of operations.
  • Our ability to use our net operating loss carryforwards to offset future taxable income may be subject to certain limitations.
  • Risks Related to Our Ordinary Shares
  • The market price for our ordinary shares may be volatile or may decline regardless of our operating performance.
  • The concentration of our share ownership with insiders will likely limit your ability to influence corporate matters, including the ability to influence the outcome of director elections and other matters requiring shareholder approval.
  • If industry or financial analysts do not publish research or reports about our business, or if they issue inaccurate or unfavorable research regarding our ordinary shares, our share price and trading volume could decline.
  • Sales of substantial amounts of our ordinary shares in the public markets, or the perception that they might occur, could reduce the price that our ordinary shares might otherwise attain.
  • The issuance of additional shares in connection with financings, acquisitions, investments, our share incentive plans or otherwise will dilute all other shareholders.
  • Provisions of Israeli law and our amended and restated articles of association may delay, prevent, or make undesirable an acquisition of all or a significant portion of our shares or assets.
  • Our amended and restated Articles of Association provide that the federal district courts of the United States of America will be the exclusive forum for resolving any complaint asserting a cause of action arising under the Securities Act, which could limit our shareholders’ ability to choose the judicial forum for disputes with us or our directors, shareholders, officers, or other employees.
  • We have not in the past and do not intend to pay dividends in the foreseeable future. As a result, your ability to achieve a return on your investment will depend on appreciation in the price of our ordinary shares.
  • Risks Related to Our Incorporation and Location in Israel
  • While most of our go-to-market and support services are located outside of Israel (mainly in the U.S., India, and Europe), given the conditions in Israel and the regional conflict in the Middle East, it is possible that our operations could be adversely affected over time, which could lead to a disruption in our business.
  • It may be difficult to enforce a U.S. judgment against us, our officers and directors in Israel or the U.S., or to assert U.S. securities laws claims in Israel or serve process on our Israeli officers and directors.
  • Your rights and responsibilities as our shareholder are governed by Israeli law, which may differ in some respects from the rights and responsibilities of shareholders of U.S. corporations.
  • We have received Israeli government grants for certain of our research and development activities. The terms of these grants may require us to satisfy specified conditions in order to develop and transfer technologies supported by such grants outside of Israel. In addition, in some circumstances, we may be required to pay penalties in addition to repaying the grants.
  • General Risk Factors
  • The requirements of being a public company may strain our resources and divert management’s attention.
  • If we fail to maintain an effective system of disclosure controls and internal control over financial reporting, our ability to produce timely and accurate financial statements or comply with applicable regulations could be impaired.
  • The impact of the regional conflict in the Middle East, the war between Russia and Ukraine, and other areas of geopolitical tension around the world, including the related global economic disruptions, remains uncertain at this time, and could harm or continue to harm our business and results of operations.
  • If our estimates or judgments relating to our critical accounting policies are based on assumptions that change or prove to be incorrect, our results of operations could fall below expectations of securities analysts and investors, resulting in a decline in the trading price of our ordinary shares.
  • We are exposed to credit risk and fluctuations in the market values of our investment portfolio.
  • Catastrophic events, or man-made problems such as terrorism, may disrupt our business.

Legal proceedings

The information set forth under the heading “Legal Proceedings” in Note 11 to the consolidated financial statements in Part II, Item 8 of this Annual Report on Form 10-K is incorporated herein by reference.

The opening of Item 3, Legal Proceedings.7

Sources

The numbers on this page point here. Each one links to the record it came from.

  1. 1
  2. 2
  3. 3
  4. 4
    Company websiteJFrog Ltd logo
  5. 5
  6. 6
  7. 7
  8. 8
  9. 9
  10. 10
  11. 11
  12. 12
  13. 13
  14. 14
  15. 15
  16. 16
  17. 17
  18. 18
  19. 19
  20. 20
  21. 21
  22. 22
  23. 23
  24. 24
  25. 25
  26. 26
  27. 27
  28. 28
  29. 29
  30. 30
  31. 31
  32. 32
  33. 33
  34. 34
  35. 35
    SEC EDGAROther events
  36. 36
  37. 37
  38. 38
  39. 39
  40. 40
  41. 41
  42. 42
  43. 43
  44. 44
  45. 45
  46. 46
  47. 47
  48. 48
  49. 49
  50. 50
  51. 51
  52. 52
  53. 53
  54. 54
  55. 55
  56. 56
  57. 57