JFrog's CTO Sold Shares Worth $2.5 Million. Is the Stock a Buy or Sell?
Key Points
Yoav Landman sold 45,000 shares of Common Stock for a transaction value of approximately ~$2.47 million across Feb. 12 and Feb. 13, 2026.
The transaction represented 0.76% of Mr. Landman's direct holdings, reducing direct ownership to 5,843,437 shares following the sale.
All shares were disposed of directly, with no participation from indirect entities or derivative securities.
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JFrog (NASDAQ:FROG), a leader in DevOps software solutions, reported a sale by its co-founder and Chief Technology Officer Yoav Landman on Feb. 12 and Feb. 13, 2026. Mr. Landman reported the sale of 45,000 shares of Common Stock in multiple open-market transactions, according to a SEC Form 4 filing.
Transaction summary
| Metric | Value |
|---|---|
| Shares sold (direct) | 45,000 |
| Transaction value | ~$2.5 million |
| Post-transaction shares (direct) | 5,843,437 |
| Post-transaction value (direct ownership) | ~$302.0 million |
Transaction value based on SEC Form 4 weighted average purchase price ($54.97).
Key questions
- How does the size of this transaction compare to Mr. Landman's historical trading activity?
This 45,000-share sale is larger than the recent median sell transaction of 31,373 shares from June 12, 2024 to Feb. 13, 2026, but remains within the observed historical range for Mr. Landman's open-market sales. - What proportion of Mr. Landman's current Common Stock position was sold?
The sale accounted for 0.8% of Mr. Landman's direct Common Stock holdings at the time, a lower proportion than the recent period's median of 0.45% per trade, indicating modest incremental liquidity relative to his remaining stake. - Were any derivative instruments or indirect holdings involved in this transaction?
No options, warrants, or indirect entities (e.g., trusts or LLCs) participated; the disposition involved only direct holdings of Common Stock. - Does Mr. Landman maintain a material ownership interest after this sale?
Yes, Mr. Landman retains 5,843,437 shares of Common Stock directly, as well as 23,474,473 Ordinary Shares, which can be converted to Common Stock, signaling a continued substantial ownership position in JFrog.
Company overview
| Metric | Value |
|---|---|
| Revenue (TTM) | $531.84 million |
| Net income (TTM) | ($71.82 million) |
| Employees | 1,600 |
| 1-year price change | 37.00% |
* 1-year price change calculated using Feb. 13, 2026 as the reference date.
Company snapshot
- JFrog provides a DevOps platform offering products such as Artifactory (package repository), Pipelines (CI/CD automation), Xray (security scanning), and Distribution (software delivery), along with device management and workflow tools.
- The company generates revenue primarily through subscriptions and enterprise licenses for its software solutions, with ongoing support, updates, and premium features for large-scale organizations.
- JFrog's primary customers include enterprises in technology, financial services, retail, healthcare, and telecommunications sectors seeking robust software supply chain management solutions.
JFrog is a leading provider of DevOps solutions, enabling organizations to manage, secure, and distribute software at scale. With a comprehensive product suite and a focus on automation and security, the company serves a global enterprise customer base.
JFrog's platform-driven approach and strong integration capabilities underpin its competitive advantage in the software application industry.
What this transaction means for investors
JFrog co-founder and CTO Yoav Landman’s sale of company stock on Feb. 12 and Feb. 13 is not a red flag. The transaction was part of Mr. Landman’s Rule 10b5-1 trading plan, which he adopted in September of 2025.
A Rule 10b5-1 trading plan is often implemented by insiders to avoid accusations of making trades based on insider information. Mr. Landman also still retains a sizable sum of shares after this transaction, suggesting he isn’t in a rush to dispose of his holdings.
Mr. Landman’s sale was timely, however. The transaction occurred just before JFrog stock began to slide. Shares are down about 40% year-to-date through the week ending Feb. 20.
The stock fell after the company reported results for 2025. Revenue was up 24% year over year to $531.8 million. JFrog expects sales to continue growing in Q1, forecasting at least $146 million in revenue. This is an increase from the prior year’s $122.4 million.
The company’s results were solid, so why did the share price fall? Wall Street is concerned AI will replace the need for software products such as JFrog’s platform. But the company’s performance suggests otherwise, and with its stock price well below the 52-week high of $70.43, now looks like a good moment to buy. But if you’re a shareholder, it isn’t the time to sell.
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Robert Izquierdo has no position in any of the stocks mentioned. The Motley Fool recommends JFrog. The Motley Fool has a disclosure policy.
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