Q10001800667false482--12-31474http://fasb.org/us-gaap/2025#CostOfRevenuehttp://fasb.org/us-gaap/2025#CostOfRevenuehttp://fasb.org/us-gaap/2025#ResearchAndDevelopmentExpensehttp://fasb.org/us-gaap/2025#ResearchAndDevelopmentExpensehttp://fasb.org/us-gaap/2025#SellingAndMarketingExpensehttp://fasb.org/us-gaap/2025#SellingAndMarketingExpensehttp://fasb.org/us-gaap/2025#GeneralAndAdministrativeExpensehttp://fasb.org/us-gaap/2025#GeneralAndAdministrativeExpensehttp://fasb.org/us-gaap/2025#NonoperatingIncomeExpensehttp://fasb.org/us-gaap/2025#NonoperatingIncomeExpense0001800667us-gaap:SalesRevenueNetMemberus-gaap:ProductConcentrationRiskMemberfrog:SubscriptionMember2025-01-012025-03-310001800667us-gaap:SalesRevenueNetMembercountry:ILus-gaap:GeographicConcentrationRiskMember2025-01-012025-03-310001800667country:IL2026-03-310001800667us-gaap:NondesignatedMemberus-gaap:ForeignExchangeContractMember2025-12-310001800667country:IL2025-12-3100018006672025-04-012026-03-310001800667country:IN2025-12-310001800667country:US2025-12-310001800667frog:MrEduardGrabscheidMember2026-03-310001800667us-gaap:AccumulatedOtherComprehensiveIncomeMember2025-01-012025-03-310001800667us-gaap:CommercialPaperMember2025-12-310001800667us-gaap:AgencySecuritiesMember2026-03-3100018006672025-01-012025-12-310001800667us-gaap:USGovernmentAgenciesDebtSecuritiesMember2026-03-310001800667us-gaap:CorporateDebtSecuritiesMember2025-12-310001800667us-gaap:CommonStockMember2024-12-310001800667us-gaap:FairValueInputsLevel2Memberus-gaap:CorporateDebtSecuritiesMember2026-03-310001800667us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2026-01-012026-03-310001800667frog:SubscriptionSelf-ManagedAndSaaSMember2025-01-012025-03-310001800667frog:EmployeeStockPurchasePlanMember2026-01-012026-01-010001800667us-gaap:CommercialPaperMemberus-gaap:FairValueInputsLevel2Member2026-03-310001800667us-gaap:RestrictedStockUnitsRSUMember2026-01-012026-03-310001800667us-gaap:FairValueInputsLevel2Member2026-03-310001800667frog:IssuableOrdinarySharesRelatedToBusinessCombinationMember2026-01-012026-03-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:ForeignExchangeContractMemberus-gaap:SellingAndMarketingExpenseMember2025-01-012025-03-310001800667us-gaap:USGovernmentAgenciesDebtSecuritiesMember2025-12-310001800667us-gaap:FairValueInputsLevel2Memberus-gaap:CertificatesOfDepositMember2025-12-310001800667us-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2026-03-310001800667us-gaap:AccumulatedOtherComprehensiveIncomeMember2025-12-310001800667frog:SelfmanagedSubscriptionMember2025-01-012025-03-310001800667us-gaap:PrepaidExpensesAndOtherCurrentAssetsMemberus-gaap:NondesignatedMember2025-12-310001800667us-gaap:USGovernmentAgenciesDebtSecuritiesMember2025-12-310001800667us-gaap:FairValueInputsLevel2Memberus-gaap:CorporateDebtSecuritiesMember2025-12-310001800667us-gaap:FairValueInputsLevel3Member2025-12-310001800667us-gaap:UnbilledRevenuesMember2026-03-3100018006672024-12-310001800667us-gaap:SalesRevenueNetMembercountry:USus-gaap:GeographicConcentrationRiskMember2026-01-012026-03-310001800667us-gaap:NondesignatedMember2026-01-012026-03-310001800667us-gaap:SellingAndMarketingExpenseMember2025-01-012025-03-310001800667us-gaap:SalesRevenueNetMemberus-gaap:ProductConcentrationRiskMemberus-gaap:LicenseMember2025-01-012025-03-310001800667frog:GrantsMemberfrog:IsraeliInnovationAuthorityMember2026-03-310001800667us-gaap:FairValueInputsLevel2Memberus-gaap:CertificatesOfDepositMember2026-03-310001800667country:IL2026-01-012026-03-310001800667us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2025-12-310001800667us-gaap:LicenseMember2025-01-012025-03-310001800667us-gaap:BankTimeDepositsMember2025-12-310001800667us-gaap:SalesRevenueNetMemberus-gaap:ProductConcentrationRiskMember2026-01-012026-03-310001800667us-gaap:AccumulatedOtherComprehensiveIncomeMember2026-01-012026-03-310001800667us-gaap:CorporateDebtSecuritiesMember2025-12-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:ForeignExchangeContractMember2025-12-310001800667frog:RestOfWorldMember2026-03-310001800667frog:TwoThousandTwentyPlanMember2026-03-3100018006672025-12-310001800667us-gaap:GeneralAndAdministrativeExpenseMember2026-01-012026-03-310001800667frog:SharePurchaseRightsUnderTheEsppMember2025-01-012025-03-310001800667frog:FurnitureAndOfficeEquipmentMember2025-12-310001800667us-gaap:SalesRevenueNetMemberus-gaap:ProductConcentrationRiskMemberus-gaap:LicenseMember2026-01-012026-03-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2026-03-310001800667country:US2026-03-310001800667us-gaap:RetainedEarningsMember2025-01-012025-03-310001800667frog:SharePurchaseRightsUnderTheEsppMember2026-01-012026-03-310001800667frog:RestOfWorldMember2025-01-012025-03-310001800667us-gaap:CustomerRelationshipsMember2026-03-310001800667us-gaap:SalesRevenueNetMemberfrog:RestOfWorldMemberus-gaap:GeographicConcentrationRiskMember2025-01-012025-03-310001800667us-gaap:SalesRevenueNetMemberus-gaap:ProductConcentrationRiskMemberfrog:SelfmanagedSubscriptionMember2026-01-012026-03-310001800667us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2026-01-012026-03-310001800667frog:SubscriptionMember2025-01-012025-03-310001800667us-gaap:FairValueInputsLevel2Memberus-gaap:USGovernmentAgenciesDebtSecuritiesMember2026-03-310001800667us-gaap:FairValueInputsLevel2Memberus-gaap:PrepaidExpensesAndOtherCurrentAssetsMemberus-gaap:NondesignatedMember2025-12-310001800667us-gaap:FairValueInputsLevel1Member2026-03-310001800667frog:SubscriptionSelf-ManagedAndSaaSMember2026-01-012026-03-310001800667us-gaap:AgencySecuritiesMember2026-03-3100018006672026-01-012026-03-310001800667us-gaap:DesignatedAsHedgingInstrumentMember2026-01-012026-03-310001800667us-gaap:SalesRevenueNetMemberus-gaap:ProductConcentrationRiskMemberfrog:SubscriptionMember2026-01-012026-03-310001800667us-gaap:SalesRevenueNetMemberus-gaap:ProductConcentrationRiskMemberfrog:SelfmanagedSubscriptionMember2025-01-012025-03-310001800667us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2026-03-310001800667us-gaap:NondesignatedMember2025-01-012025-03-310001800667us-gaap:SellingAndMarketingExpenseMember2026-01-012026-03-310001800667us-gaap:FairValueInputsLevel2Memberus-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2025-12-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:FairValueInputsLevel2Memberus-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2026-03-310001800667us-gaap:RetainedEarningsMember2026-03-310001800667us-gaap:CertificatesOfDepositMember2026-03-310001800667us-gaap:CustomerRelationshipsMember2025-01-012025-12-310001800667us-gaap:BilledRevenuesMember2026-03-3100018006672025-01-012025-03-310001800667frog:TwoThousandTwentyPlanMember2026-01-012026-01-010001800667us-gaap:SalesRevenueNetMemberus-gaap:ProductConcentrationRiskMember2025-01-012025-03-310001800667country:US2026-01-012026-03-310001800667us-gaap:AccumulatedOtherComprehensiveIncomeMember2026-03-310001800667frog:IssuableOrdinarySharesRelatedToBusinessCombinationMember2026-03-310001800667us-gaap:CustomerRelationshipsMember2026-01-012026-03-310001800667us-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2025-12-310001800667us-gaap:CorporateDebtSecuritiesMember2026-03-310001800667us-gaap:AdditionalPaidInCapitalMember2024-12-310001800667us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2025-01-012025-03-310001800667us-gaap:SalesRevenueNetMemberus-gaap:GeographicConcentrationRiskMember2025-01-012025-03-310001800667us-gaap:ComputerEquipmentMember2025-12-310001800667us-gaap:AdditionalPaidInCapitalMember2026-03-310001800667us-gaap:PrepaidExpensesAndOtherCurrentAssetsMemberus-gaap:NondesignatedMember2026-03-310001800667us-gaap:AdditionalPaidInCapitalMember2025-01-012025-03-310001800667us-gaap:CustomerRelationshipsMember2025-12-310001800667us-gaap:DevelopedTechnologyRightsMember2026-03-310001800667us-gaap:RetainedEarningsMember2024-12-310001800667us-gaap:FairValueInputsLevel2Memberus-gaap:AgencySecuritiesMember2026-03-310001800667us-gaap:LicenseMember2026-01-012026-03-310001800667us-gaap:MoneyMarketFundsMember2026-03-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2025-12-3100018006672026-02-280001800667us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:GeneralAndAdministrativeExpenseMemberus-gaap:ForeignExchangeContractMember2025-01-012025-03-310001800667us-gaap:FairValueInputsLevel2Memberfrog:AccruedExpensesAndOtherCurrentLiabilitesMemberus-gaap:NondesignatedMember2026-03-310001800667us-gaap:RetainedEarningsMember2025-12-310001800667frog:AccruedExpensesAndOtherCurrentLiabilitesMemberus-gaap:NondesignatedMember2025-12-3100018006672025-03-310001800667us-gaap:RestrictedStockUnitsRSUMember2025-01-012025-03-310001800667us-gaap:CommonStockMember2025-12-310001800667us-gaap:SalesRevenueNetMemberus-gaap:GeographicConcentrationRiskMember2026-01-012026-03-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberfrog:AccruedExpensesAndOtherCurrentLiabilitesMember2025-12-310001800667us-gaap:FairValueInputsLevel2Member2025-12-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberfrog:SubscriptionSelfManagedAndSoftwareAsAServiceMemberus-gaap:ForeignExchangeContractMember2026-01-012026-03-310001800667us-gaap:RestrictedStockUnitsRSUMember2025-12-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:ForeignExchangeContractMemberus-gaap:ResearchAndDevelopmentExpenseMember2026-01-012026-03-310001800667frog:RestOfWorldMember2025-12-310001800667frog:FurnitureAndOfficeEquipmentMember2026-03-310001800667country:IN2026-03-310001800667us-gaap:CertificatesOfDepositMember2026-03-310001800667us-gaap:CommercialPaperMember2026-03-3100018006672026-03-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:GeneralAndAdministrativeExpenseMemberus-gaap:ForeignExchangeContractMember2026-01-012026-03-310001800667us-gaap:CostOfSalesMember2025-01-012025-03-310001800667us-gaap:FairValueInputsLevel2Memberus-gaap:AgencySecuritiesMember2025-12-310001800667us-gaap:CommercialPaperMember2025-12-310001800667us-gaap:SalesRevenueNetMemberus-gaap:GeographicConcentrationRiskMembercountry:US2025-01-012025-03-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:FairValueInputsLevel2Memberus-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2025-12-310001800667us-gaap:FairValueInputsLevel2Memberfrog:AccruedExpensesAndOtherCurrentLiabilitesMemberus-gaap:NondesignatedMember2025-12-310001800667us-gaap:CommonStockMember2025-01-012025-03-310001800667us-gaap:NondesignatedMemberus-gaap:ForeignExchangeContractMember2026-01-012026-03-310001800667us-gaap:MoneyMarketFundsMember2025-12-310001800667us-gaap:RetainedEarningsMember2025-03-310001800667us-gaap:CostOfSalesMember2026-01-012026-03-310001800667us-gaap:SalesRevenueNetMemberus-gaap:ProductConcentrationRiskMemberfrog:SaasMember2026-01-012026-03-310001800667us-gaap:CertificatesOfDepositMember2025-12-310001800667us-gaap:CommonStockMember2026-03-310001800667us-gaap:DevelopedTechnologyRightsMember2026-01-012026-03-310001800667frog:SubscriptionMember2026-01-012026-03-310001800667us-gaap:DevelopedTechnologyRightsMember2025-01-012025-12-310001800667us-gaap:CommercialPaperMember2026-03-310001800667us-gaap:LeaseholdImprovementsMember2025-12-310001800667us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2024-12-310001800667us-gaap:FairValueInputsLevel2Memberus-gaap:PrepaidExpensesAndOtherCurrentAssetsMember2026-03-310001800667us-gaap:FairValueInputsLevel1Member2025-12-310001800667us-gaap:EmployeeStockOptionMember2025-01-012025-03-310001800667us-gaap:AdditionalPaidInCapitalMember2025-12-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberfrog:SubscriptionSelfManagedAndSoftwareAsAServiceMemberus-gaap:ForeignExchangeContractMember2025-01-012025-03-310001800667us-gaap:DevelopedTechnologyRightsMember2025-12-310001800667us-gaap:FairValueInputsLevel2Memberus-gaap:PrepaidExpensesAndOtherCurrentAssetsMemberus-gaap:NondesignatedMember2026-03-310001800667us-gaap:EmployeeStockOptionMember2026-01-012026-03-310001800667country:US2025-01-012025-03-310001800667frog:AccruedExpensesAndOtherCurrentLiabilitesMemberus-gaap:NondesignatedMember2026-03-310001800667frog:QwakHoldbackArrangementMember2026-03-310001800667us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2026-03-310001800667us-gaap:ResearchAndDevelopmentExpenseMember2026-01-012026-03-310001800667us-gaap:RestrictedStockUnitsRSUMember2026-03-310001800667us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2025-03-310001800667us-gaap:BankTimeDepositsMember2026-03-310001800667us-gaap:NondesignatedMemberus-gaap:ForeignExchangeContractMember2025-01-012025-03-310001800667frog:RestOfWorldMember2026-01-012026-03-310001800667us-gaap:DesignatedAsHedgingInstrumentMember2025-01-012025-03-310001800667us-gaap:USGovernmentAgenciesDebtSecuritiesMember2026-03-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:ForeignExchangeContractMemberus-gaap:SellingAndMarketingExpenseMember2026-01-012026-03-310001800667frog:MrEduardGrabscheidMember2026-01-012026-03-310001800667frog:QwakHoldbackArrangementMember2026-01-012026-03-310001800667us-gaap:SalesRevenueNetMemberfrog:RestOfWorldMemberus-gaap:GeographicConcentrationRiskMember2026-01-012026-03-310001800667us-gaap:GeneralAndAdministrativeExpenseMember2025-01-012025-03-310001800667frog:SelfmanagedSubscriptionMember2026-01-012026-03-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:ForeignExchangeContractMember2026-03-310001800667us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2025-12-310001800667us-gaap:LeaseholdImprovementsMember2026-03-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:FairValueInputsLevel2Memberfrog:AccruedExpensesAndOtherCurrentLiabilitesMember2025-12-310001800667frog:SaasMember2026-01-012026-03-310001800667us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2024-12-310001800667frog:SaasMember2025-01-012025-03-310001800667us-gaap:CommonStockMember2026-01-012026-03-310001800667frog:MrShlomiBenHaimMember2026-03-310001800667us-gaap:AccumulatedOtherComprehensiveIncomeMember2025-03-310001800667us-gaap:AgencySecuritiesMember2025-12-310001800667us-gaap:AgencySecuritiesMember2025-12-310001800667frog:IssuableOrdinarySharesRelatedToBusinessCombinationMember2025-01-012025-03-310001800667us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-12-310001800667us-gaap:MoneyMarketFundsMemberus-gaap:FairValueInputsLevel1Member2025-12-310001800667us-gaap:SalesRevenueNetMemberus-gaap:ProductConcentrationRiskMemberfrog:SaasMember2025-01-012025-03-310001800667us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:ForeignExchangeContractMemberus-gaap:ResearchAndDevelopmentExpenseMember2025-01-012025-03-310001800667us-gaap:MoneyMarketFundsMemberus-gaap:FairValueInputsLevel1Member2026-03-310001800667us-gaap:CommonStockMember2025-03-310001800667us-gaap:RestrictedStockUnitsRSUMember2026-01-012026-03-310001800667us-gaap:EmployeeStockOptionMember2026-03-310001800667us-gaap:FairValueInputsLevel3Member2026-03-310001800667us-gaap:ComputerEquipmentMember2026-03-310001800667us-gaap:FairValueInputsLevel2Memberus-gaap:USGovernmentAgenciesDebtSecuritiesMember2025-12-310001800667us-gaap:RetainedEarningsMember2026-01-012026-03-310001800667us-gaap:NondesignatedMemberus-gaap:ForeignExchangeContractMember2026-03-310001800667frog:MrShlomiBenHaimMember2026-01-012026-03-310001800667us-gaap:CorporateDebtSecuritiesMember2026-03-3100018006672026-04-300001800667frog:EmployeeStockPurchasePlanMember2026-03-310001800667us-gaap:AdditionalPaidInCapitalMember2026-01-012026-03-310001800667us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2025-03-310001800667us-gaap:AdditionalPaidInCapitalMember2025-03-310001800667us-gaap:CommercialPaperMemberus-gaap:FairValueInputsLevel2Member2025-12-310001800667us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2025-01-012025-03-310001800667us-gaap:SalesRevenueNetMembercountry:ILus-gaap:GeographicConcentrationRiskMember2026-01-012026-03-310001800667us-gaap:ResearchAndDevelopmentExpenseMember2025-01-012025-03-310001800667country:IL2025-01-012025-03-310001800667us-gaap:CertificatesOfDepositMember2025-12-31xbrli:purefrog:Segmentxbrli:sharesiso4217:USDxbrli:sharesiso4217:USDiso4217:ILSxbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 001-39492

JFrog Ltd.

(Exact name of Registrant as specified in its charter)

     Israel

     98-0680649

     (State or other jurisdiction of
incorporation or organization)

     (I.R.S. Employer
Identification Number)

270 E. Caribbean Drive

Sunnyvale, California 94089

(408) 329-1540

(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Ordinary Shares, NIS 0.01 par value	FROG	The Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


☒	Large accelerated filer	☐	Accelerated filer
☐	Non-accelerated filer	☐	Smaller reporting company
☐	Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 30, 2026, the registrant had 121,119,724 ordinary shares, NIS 0.01 par value per share, outstanding.

Table of Contents

TABLE OF CONTENTS


		PAGE
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	3
	Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025	3
	Condensed Consolidated Statements of Operations for the three months ended March 31, 2026 and 2025	4
	Condensed Consolidated Statements of Comprehensive Loss for the three months ended March 31, 2026 and 2025	5
	Condensed Consolidated Statements of Shareholders’ Equity for the three months ended March 31, 2026 and 2025	6
	Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025	7
	Notes to Condensed Consolidated Financial Statements	8
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	22
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	31
Item 4.	Controls and Procedures	32
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	34
Item 1A.	Risk Factors	34
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	69
Item 3.	Default Upon Senior Securities	69
Item 4.	Mine Safety Disclosures	69
Item 5.	Other Information	69
Item 6.	Exhibits	70
	Signatures	71

NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which statements involve substantial risks and uncertainties that could cause actual results to differ materially from those predicted. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential,” or “continue” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans, or intentions. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements about:

•

our future financial performance, including our expectations regarding our revenue, cost of revenue, gross profit, operating expenses, operating cash flow and free cash flow, and our ability to achieve, and maintain, future profitability;

•

market acceptance of our products;

•

the effects of increased competition in our markets and our ability to compete effectively;

•

anticipated trends, growth rates and challenges in our business and in the markets in which we operate;

•

our ability to maintain and expand our customer base, including by attracting new customers;

•

our ability to successfully expand in our existing markets and into new markets;

•

our ability to maintain the security and availability of our products;

•

our ability to comply with stringent and changing laws, regulations, standards, and contractual obligations related to privacy, data protection, and data security;

•

our business model, including our subscription model, and our ability to effectively manage our growth and associated investments;

•

our ability to integrate and realize anticipated synergies from acquisitions of complementary businesses;

•

beliefs and objectives for future operations, including regarding our market opportunity;

•

our relationships with third parties, including our technology partners and cloud providers;

•

our ability to maintain, protect, and enhance our intellectual property rights;

•

our expectations about the impact of unfavorable economic conditions, and adverse macroeconomic conditions, such as inflation rates and slower growth or recession, on our business and financial condition;

•

your rights and responsibilities as our shareholders that are governed by Israeli law, which may differ in some respects from the rights and responsibilities of shareholders of U.S. corporations;

•

our ability to maintain an effective system of disclosure controls and internal control over financial reporting, and to produce timely and accurate financial statements or comply with applicable regulations;

•

our expectations about the impact of global economic disruptions resulting from natural disasters, public health epidemics, protests or riots, and geopolitical tensions, such as the imposition of tariffs and other non-tariff trade barriers, or war, such as the war involving Israel, the U.S., Iran, and Hezbollah, and the regional conflict in the Middle East, on our business, results of operations and financial condition;

•

our ability to successfully defend litigation brought against us;

•

our ability to attract and retain qualified employees and key personnel;

•

the sufficiency of our cash and cash equivalents to meet our liquidity needs;

•

our expectations regarding the amount, timing, and manner of any repurchases of our ordinary shares;

•

the future trading prices of our ordinary shares; and

•

our ability to maintain or increase our net dollar retention rate.

You should not rely upon forward-looking statements as predictions of future events. These forward-looking statements are subject to a number of risks, uncertainties, and assumptions, including those described in Part II, Item 1A, “Risk Factors” and elsewhere in this Quarterly Report on Form 10-Q. Readers are urged to carefully review and consider the various disclosures made in this Quarterly Report on Form 10-Q and in other documents we file from time to time with the Securities and Exchange Commission (“SEC”) that disclose risks and uncertainties that may affect our business. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this Quarterly Report on Form 10-Q. We cannot assure you that the results, events and circumstances reflected in the forward-looking statements will be achieved or occur, and actual results, events or circumstances could differ materially from those described in the forward-looking statements.

The forward-looking statements made in this Quarterly Report on Form 10-Q relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking statements made in this Quarterly Report on Form 10-Q to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q or to reflect new information or the occurrence of unanticipated events, except as required by law.

In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this Quarterly Report on Form 10-Q, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain and investors are cautioned not to unduly rely upon these statements.

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

JFROG LTD.

CONDENSED Consolidated Balance SheetS

(in thousands, except share and per share data)

(unaudited)


	As of
	March 31, 2026			December 31, 2025
Assets
Current assets:
Cash and cash equivalents	$	60,966		$	75,840
Short-term investments		680,278			628,574
Accounts receivable, net		113,708			119,948
Deferred contract acquisition costs		23,011			22,259
Prepaid expenses and other current assets		26,844			26,390
Total current assets		904,807			873,011
Property and equipment, net		6,504			5,536
Deferred contract acquisition costs, noncurrent		34,293			34,304
Operating lease right-of-use assets		16,163			12,063
Intangible assets, net		35,235			39,908
Goodwill		371,512			371,512
Other assets, noncurrent		4,694			5,043
Total assets	$	1,373,208		$	1,341,377
Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable	$	16,627		$	14,168
Accrued expenses and other current liabilities		67,183			77,970
Operating lease liabilities		5,220			5,780
Deferred revenue		311,135			309,604
Total current liabilities		400,165			407,522
Deferred revenue, noncurrent		30,336			32,400
Operating lease liabilities, noncurrent		11,227			6,676
Other liabilities, noncurrent		7,482			7,332
Total liabilities		449,210			453,930
Commitments and contingencies (Note 10)
Shareholders’ equity:
Preferred shares, NIS 0.01 par value per share; 50,000,000 shares authorized; 0 issued and outstanding as of March 31, 2026 and December 31, 2025		—			—
Ordinary shares, NIS 0.01 par value per share, 500,000,000 shares authorized; 121,157,301 and 119,615,355 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively		340			335
Additional paid-in capital		1,361,165			1,312,833
Accumulated other comprehensive income		2,247			5,766
Accumulated deficit		(439,754	)		(431,487	)
Total shareholders’ equity		923,998			887,447
Total liabilities and shareholders’ equity	$	1,373,208		$	1,341,377

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

JFROG LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share data)

(unaudited)


	Three Months Ended March 31,
	2026			2025
Revenue:
Subscription—self-managed and SaaS	$	146,282		$	116,425
License—self-managed		7,695			5,982
Total subscription revenue		153,977			122,407
Cost of revenue:
Subscription—self-managed and SaaS		33,600			30,065
License—self-managed		—			116
Total cost of revenue—subscription		33,600			30,181
Gross profit		120,377			92,226
Operating expenses:
Research and development		51,812			43,335
Sales and marketing		57,752			52,812
General and administrative		23,744			19,049
Total operating expenses		133,308			115,196
Operating loss		(12,931	)		(22,970	)
Interest and other income, net		7,152			5,965
Loss before income taxes		(5,779	)		(17,005	)
Income tax expense		2,488			1,498
Net loss	$	(8,267	)	$	(18,503	)

Net loss per share, basic and diluted	$	(0.07	)	$	(0.16	)
Weighted-average shares used in computing net loss per share, basic and diluted		120,159,190			113,447,099

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

JFROG LTD.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(in thousands)

(unaudited)


	Three Months Ended March 31,
	2026			2025

Net loss	$	(8,267	)	$	(18,503	)
Other comprehensive loss, net of tax:
Net change in available-for-sale marketable securities, net of tax		(1,375	)		138
Net change in derivative instruments, net of tax		(2,144	)		(2,016	)
Other comprehensive loss, net of tax		(3,519	)		(1,878	)
Comprehensive loss	$	(11,786	)	$	(20,381	)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

JFROG LTD.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(in thousands, except share data)

(unaudited)


	Three Months Ended March 31, 2026
	Ordinary Shares				Additional Paid-in			Accumulated Other Comprehensive			Accumulated			Total Shareholders’
	Shares		Amount		Capital			Income			Deficit			Equity
Balance as of December 31, 2025		119,615,355	$	335	$	1,312,833		$	5,766		$	(431,487	)	$	887,447
Issuance of ordinary shares upon exercise of share options		53,385		—		554			—			—			554
Issuance of ordinary shares upon release of restricted share units		1,249,585		4		(4	)		—			—			—
Issuance of ordinary shares under the employee share purchase plan		238,976		1		8,155			—			—			8,156
Share-based compensation expense		—		—		39,627			—			—			39,627
Other comprehensive loss, net of tax		—		—		—			(3,519	)		—			(3,519	)
Net loss		—		—		—			—			(8,267	)		(8,267	)
Balance as of March 31, 2026		121,157,301	$	340	$	1,361,165		$	2,247		$	(439,754	)	$	923,998


	Three Months Ended March 31, 2025
	Ordinary Shares				Additional Paid-in			Accumulated Other Comprehensive			Accumulated			Total Shareholders’
	Shares		Amount		Capital			Income (Loss)			Deficit			Equity
Balance as of December 31, 2024		112,754,822	$	315	$	1,132,224		$	655		$	(359,668	)	$	773,526
Issuance of ordinary shares upon exercise of share options		520,824		1		3,751			—			—			3,752
Issuance of ordinary shares upon release of restricted share units		1,006,118		3		(3	)		—			—			—
Issuance of ordinary shares under the employee share purchase plan		281,054		1		6,293			—			—			6,294
Share-based compensation expense		—		—		36,845			—			—			36,845
Other comprehensive loss, net of tax		—		—		—			(1,878	)		—			(1,878	)
Net loss		—		—		—			—			(18,503	)		(18,503	)
Balance as of March 31, 2025		114,562,818	$	320	$	1,179,110		$	(1,223	)	$	(378,171	)	$	800,036

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

JFROG LTD.

CONDENSED Consolidated StatementS of Cash Flows

(in thousands)

(unaudited)


	Three Months Ended March 31,
	2026			2025
Cash flows from operating activities:
Net loss	$	(8,267	)	$	(18,503	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization		5,561			6,714
Share-based compensation expense		39,627			36,845
Non-cash operating lease expense		2,063			2,118
Net amortization of premium or discount on investments		(923	)		(1,559	)
Gains on foreign exchange		(74	)		(82	)
Changes in operating assets and liabilities:
Accounts receivable		6,335			6,495
Prepaid expenses and other assets		(2,405	)		184
Deferred contract acquisition costs		(741	)		(751	)
Accounts payable		1,578			(628	)
Accrued expenses and other liabilities		(1,768	)		(1,134	)
Operating lease liabilities		(2,097	)		(2,207	)
Deferred revenue		(533	)		1,300
Net cash provided by operating activities		38,356			28,792
Cash flows from investing activities:
Purchases of short-term investments		(165,647	)		(148,968	)
Maturities of short-term investments		113,638			103,833
Purchases of property and equipment		(1,070	)		(647	)
Net cash used in investing activities		(53,079	)		(45,782	)
Cash flows from financing activities:
Proceeds from exercise of share options		554			3,752
Proceeds from employee share purchase plan		8,156			6,294
Proceeds from employee equity transactions, net of payments to tax authorities and employees		(8,860	)		1,459
Net cash provided by (used in) financing activities		(150	)		11,505
Effect of exchange rate changes on cash, cash equivalents and restricted cash		(1	)		(34	)
Net decrease in cash, cash equivalents, and restricted cash		(14,874	)		(5,519	)
Cash, cash equivalents, and restricted cash—beginning of period		76,551			50,627
Cash, cash equivalents, and restricted cash—end of period	$	61,677		$	45,108
Reconciliation of cash, cash equivalents, and restricted cash within the Condensed Consolidated Balance Sheets to the amounts shown in the Condensed Consolidated Statements of Cash Flows above:
Cash and cash equivalents	$	60,966		$	44,350
Restricted cash included in prepaid expenses and other current assets		711			758
Total cash, cash equivalents, and restricted cash	$	61,677		$	45,108

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

JFROG LTD.

NOTES TO CONDENSED Consolidated StatementS

(unaudited)

1. Organization and Description of Business

JFrog Ltd. (together with its subsidiaries, “JFrog”, or the “Company”) was incorporated under the laws of the State of Israel in 2008. JFrog provides a foundational platform for managing and securing the software supply chain. The JFrog Platform enables organizations to unify software development, security, governance, and distribution across hybrid teams, including developers, security professionals, Artificial Intelligence/Machine Learning engineers, and Artificial Intelligence agents. It supports the consumption, creation, and continuous delivery of software from any user to any destination which the Company refers to as “Liquid Software.”

2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting, and include the accounts of JFrog Ltd. and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

The condensed consolidated balance sheet as of December 31, 2025 was derived from the audited consolidated financial statements as of that date, but does not include all of the disclosures, including certain notes required by GAAP on an annual reporting basis. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2025, included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on February 13, 2026.

In management’s opinion, the unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect all adjustments, which include only normal recurring adjustments necessary for the fair presentation of the Company’s financial position as of March 31, 2026 and the Company’s condensed consolidated results of operations, shareholders’ equity, and cash flows for the three months ended March 31, 2026 and 2025. The results for the three months ended March 31, 2026 are not necessarily indicative of the results to be expected for the full year ending December 31, 2026 or any other future interim or annual period.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods and accompanying notes. Significant items subject to such estimates and assumptions include, but are not limited to, the allocation of transaction price among various performance obligations, the estimated benefit period of deferred contract acquisition costs, the allowance for credit losses, the fair value of acquired intangible assets and goodwill, the useful lives of acquired intangible assets and property and equipment, the incremental borrowing rate for operating leases, and the valuation of deferred tax assets and uncertain tax positions. The Company bases these estimates on historical and anticipated results, trends and various other assumptions that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from those estimates.

Significant Accounting Policies

The Company’s significant accounting policies are discussed in Note 2, Summary of Significant Accounting Policies, in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. There have been no significant changes to these policies during the three months ended March 31, 2026.

Refundable Tax Credits

On March 31, 2026, the Israeli Knesset enacted Chapter 10, “Law for the Encouragement and Incentivization of Research and Development, 2026” (the “R&D Law”). The R&D Law introduces a refundable tax credit regime for qualifying research and development expenditures incurred in Israel, effective for tax years beginning January 1, 2026. Subject to certain conditions, eligible companies may apply the credit against Israeli income taxes or Israeli qualified domestic minimum top-up tax, or alternatively receive a government grant to the extent the credit is not utilized. The Company recognizes the credits as a reduction to the related expense when there is reasonable assurance that it complies with required conditions and the credits will be received.

Interest and Other Income, Net

Interest and other income, net primarily consists of income earned on cash equivalents and short-term investments and foreign exchange gains and losses. Interest income was $7.2 million and $6.3 million for the three months ended March 31, 2026 and 2025, respectively. Foreign exchange gains (losses) were not material for the periods presented.

Recently Adopted Accounting Pronouncement

In July 2025, the Financial Accounting Standard Board (“FASB”) issued ASU 2025-05, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses for Accounts Receivable and Contract Assets, which provides a practical expedient when estimating expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under Topic 606, Revenue from Contracts with Customers. The practical expedient assumes that current conditions as of the balance sheet date do not change for the remaining life of the assets. The Company adopted this guidance on January 1, 2026 on a prospective basis and elected the practical expedient. The adoption did not have a material impact on its consolidated financial statements.

Recently Issued Accounting Pronouncements

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosure (Subtopic 220-40), Disaggregation of Income Statement Expenses, which requires disclosure of disaggregated information about certain expense captions presented in the Consolidated Statements of Operations as well as disclosure about selling expense. The guidance will be effective for the Company for annual periods beginning January 1, 2027 and interim periods beginning January 1, 2028, with early adoption permitted. It could be applied either prospectively or retrospectively. The Company is currently evaluating the impact on its financial statement disclosures.

In September 2025, the FASB issued ASU 2025-06, Intangible - Goodwill and Other Internal-Use Software (Subtopic 350-40), Targeted Improvements to the Accounting for Internal-Use Software, which modernizes the accounting guidance for costs to develop software for internal use. It removes the previous development stage model and introduces a more judgment-based approach. The guidance is effective for the Company for the first quarter beginning January 1, 2028, with early adoption permitted. The Company is currently evaluating the impact on its consolidated financial statements.

In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities. The update establishes guidance on the recognition, measurement, presentation, and disclosure of government grants, including grants related to an asset and grants related to income. The guidance is effective for the Company for the first quarter beginning January 1, 2029, with early adoption permitted. The Company is currently evaluating the impact on its consolidated financial statements.

3. Revenue Recognition

Disaggregation of Revenue

The following table presents revenue by category:


	Three Months Ended March 31,
	2026					2025
	Amount		Percentage of Revenue			Amount		Percentage of Revenue
	(in thousands, except percentages)
Self-managed subscription	$	75,081		49	%	$	69,797		57	%
Subscription		67,386		44			63,815		52
License		7,695		5			5,982		5
SaaS		78,896		51			52,610		43
Total subscription revenue	$	153,977		100	%	$	122,407		100	%

The following table summarizes revenue by region based on the shipping address of customers:


	Three Months Ended March 31,
	2026					2025
	Amount		Percentage of Revenue			Amount		Percentage of Revenue
	(in thousands, except percentages)
United States	$	90,937		59	%	$	72,925		60	%
Israel		4,670		3			3,741		3
Rest of world		58,370		38			45,741		37
Total subscription revenue	$	153,977		100	%	$	122,407		100	%

Contract Balances

Of the $342.0 million and $274.2 million of deferred revenue recorded as of December 31, 2025 and 2024, respectively, the Company recognized $125.8 million and $101.2 million as revenue during the three months ended March 31, 2026 and 2025, respectively.

Remaining Performance Obligation

The Company’s remaining performance obligations represent contracted revenue that has not yet been recognized. It includes deferred revenue and non-cancelable amounts that will be invoiced and recognized in future periods, and excludes usage-based fees from SaaS subscriptions in excess of minimum usage commitments from the remaining performance obligations. As of March 31, 2026, the aggregate amount of the transaction price allocated to remaining performance obligations was $574.9 million, which consists of billed considerations of $341.5 million and unbilled considerations of $233.4 million, that the Company expects to recognize as revenue. As of March 31, 2026, the Company expects to recognize 67% of its remaining performance obligations as revenue over the next 12 months, and the remainder thereafter.

Cost to Obtain a Contract

Amortization of deferred contract acquisition costs was $5.9 million and $4.4 million for the three months ended March 31, 2026 and 2025, respectively.

4. Short-Term Investments

Short-term investments consist of bank deposits and marketable securities. As of March 31, 2026 and December 31, 2025, bank deposits were $153.4 million and $147.5 million, respectively.

Marketable securities consist of the following:


	March 31, 2026
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
	(in thousands)
Certificates of deposit	$	1,765	$	—	$	(5	)	$	1,760
Commercial paper		19,233		—		(24	)		19,209
Corporate debt securities		289,406		92		(642	)		288,856
Municipal securities		36,200		11		(73	)		36,138
Government and agency debt		181,161		39		(273	)		180,927
Total marketable securities	$	527,765	$	142	$	(1,017	)	$	526,890


	December 31, 2025
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
	(in thousands)
Certificates of deposit	$	1,503	$	—	$	—		$	1,503
Commercial paper		11,764		2		(3	)		11,763
Corporate debt securities		275,555		531		(50	)		276,036
Municipal securities		29,460		43		(10	)		29,493
Government and agency debt		162,162		174		(35	)		162,301
Total marketable securities	$	480,444	$	750	$	(98	)	$	481,096

The following table summarizes the Company’s marketable securities by contractual maturities:


	March 31, 2026
	(in thousands)
Due in 1 year or less	$	314,285
Due in 1 year through 2 years		212,605
Total	$	526,890

The following tables present fair value and gross unrealized losses of the Company’s marketable securities that have been in a continuous loss position, aggregated by length of time:


	March 31, 2026
	Less Than 12 Months					12 Months or Greater				Total
	Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
	(in thousands)
Certificates of deposit	$	1,760	$	(5	)	$	—	$	—	$	1,760	$	(5	)
Commercial paper		17,213		(24	)		—		—		17,213		(24	)
Corporate debt securities		188,062		(642	)		—		—		188,062		(642	)
Municipal securities		26,557		(73	)		—		—		26,557		(73	)
Government and agency debt		134,073		(273	)		—		—		134,073		(273	)
Total	$	367,665	$	(1,017	)	$	—	$	—	$	367,665	$	(1,017	)


	December 31, 2025
	Less Than 12 Months					12 Months or Greater				Total
	Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
	(in thousands)
Commercial paper	$	9,786	$	(3	)	$	—	$	—	$	9,786	$	(3	)
Corporate debt securities		50,218		(50	)		—		—		50,218		(50	)
Municipal securities		6,600		(10	)		—		—		6,600		(10	)
Government and agency debt		55,141		(35	)		—		—		55,141		(35	)
Total	$	121,745	$	(98	)	$	—	$	—	$	121,745	$	(98	)

As of March 31, 2026 and December 31, 2025, the unrealized losses related to marketable securities were determined to be not due to credit related losses. Therefore, the Company did not recognize an allowance for credit losses. See Note 12, Accumulated Other Comprehensive Income (Loss), for the realized gains or losses from available-for-sale marketable securities that were reclassified out of accumulated other comprehensive income (“AOCI”) during the periods presented.

5. Fair Value Measurements

The following tables present information about the Company’s financial instruments that are measured at fair value on a recurring basis:


	March 31, 2026
	Fair Value		Level 1		Level 2
	(in thousands)
Financial Assets:
Money market funds	$	23,828	$	23,828	$	—
Cash equivalents		23,828		23,828		—
Certificates of deposit		1,760		—		1,760
Commercial paper		19,209		—		19,209
Corporate debt securities		288,856		—		288,856
Municipal securities		36,138		—		36,138
Government and agency debt		180,927		—		180,927
Marketable securities		526,890		—		526,890
Foreign currency contracts designated as hedging instruments included in prepaid expenses and other current assets		3,017		—		3,017
Foreign currency contracts not designated as hedging instruments included in prepaid expenses and other current assets		49		—		49
Restricted bank deposits included in prepaid expenses and other current assets		11		—		11
Total financial assets	$	553,795	$	23,828	$	529,967
Financial Liabilities:
Foreign currency contracts not designated as hedging instruments included in accrued expenses and other current liabilities	$	367	$	—	$	367
Total financial liabilities	$	367	$	—	$	367


	December 31, 2025
	Fair Value		Level 1		Level 2
	(in thousands)
Financial Assets:
Money market funds	$	26,407	$	26,407	$	—
Cash equivalents		26,407		26,407		—
Certificates of deposit		1,503		—		1,503
Commercial paper		11,763		—		11,763
Corporate debt securities		276,036		—		276,036
Municipal securities		29,493		—		29,493
Government and agency debt		162,301		—		162,301
Marketable securities		481,096		—		481,096
Foreign currency contracts designated as hedging instruments included in prepaid expenses and other current assets		5,170		—		5,170
Foreign currency contracts not designated as hedging instruments included in prepaid expenses and other current assets		448		—		448
Restricted bank deposits included in prepaid expenses and other current assets		11		—		11
Total financial assets	$	513,132	$	26,407	$	486,725
Financial Liabilities:
Foreign currency contracts designated as hedging instruments included in accrued expenses and other current liabilities	$	9	$	—	$	9
Foreign currency contracts not designated as hedging instruments included in accrued expenses and other current liabilities		217		—		217
Total financial liabilities	$	226	$	—	$	226

The Company classifies its money market funds within Level 1 of the fair value hierarchy because they are valued based on quoted market prices in active markets. The Company classifies its restricted deposits, certificates of deposit, commercial paper, corporate debt securities, municipal securities, government and agency debt, and derivative financial instruments within Level 2 because they are valued using inputs other than quoted prices which are directly or indirectly observable in the market, including readily-available pricing sources for the identical underlying security which may not be actively traded. As of March 31, 2026 and December 31, 2025, the Company did not have any assets or liabilities valued based on Level 3 valuations.

6. Derivative Financial Instruments and Hedging

The Company enters into foreign currency forward and option contracts with financial institutions to protect against foreign exchange risks, mainly the exposure to changes in the exchange rate of the New Israeli Shekel (“NIS”) against the U.S. dollar that are associated with forecasted future cash flows and certain existing assets and liabilities for up to twelve months. The Company’s primary objective in entering into these contracts is to reduce the volatility of earnings and cash flows associated with changes in foreign currency exchange rates. The Company does not use derivative instruments for trading or speculative purposes.

Notional Amount of Foreign Currency Contracts

The notional amounts of outstanding foreign currency contracts in U.S. dollar as of the periods presented were as follows:


	March 31, 2026		December 31, 2025
	(in thousands)
Derivatives Designated as Hedging Instruments:
Foreign currency contracts	$	58,295	$	95,063
Derivatives Not Designated as Hedging Instruments:
Foreign currency contracts		18,525		19,041
Total derivative instruments	$	76,820	$	114,104

Effect of Foreign Currency Contracts on the Condensed Consolidated Statements of Operations

Derivative instruments that hedge the exposure to variability in expected future cash flows are designated as cash flow hedges. The Company records changes in the fair value of these derivatives in AOCI in the Condensed Consolidated Balance Sheets, until the forecasted transaction occurs. Upon occurrence, the Company reclassifies the related gains or losses on the derivative to the same financial statement line item in the Condensed Consolidated Statements of Operations to which the derivative relates. In case the Company discontinues cash flow hedges, it records the related amount in interest and other income, net, on the Condensed Consolidated Statements of Operations. Derivative instruments that hedge monetary assets and liabilities denominated in certain foreign currencies are not designated as hedges for financial reporting purposes. The Company records changes in the fair value of these derivatives in interest and other income, net in the Condensed Consolidated Statements of Operations.

The gains (losses) on foreign currency contracts were presented on the Condensed Consolidated Statements of Operations as follows:


	Derivatives Designated as Hedging Instruments				Derivatives Not Designated as Hedging Instruments
	Three Months Ended March 31,				Three Months Ended March 31,
	2026		2025		2026		2025
Condensed Statement of Operations Location:	(in thousands)
Cost of revenue: subscription–self-managed and SaaS	$	294	$	24	$	—	$	—
Research and development		2,132		171		—		—
Sales and marketing		525		40		—		—
General and administrative		413		48		—		—
Interest and other income, net		—		—		253		(256	)
Total gains (losses) recognized in earnings	$	3,364	$	283	$	253	$	(256	)

Effect of Foreign Currency Contracts on Accumulated Other Comprehensive Income

Net unrealized gains (losses) of foreign currency contracts designated as hedging instruments, net of tax, are recorded in AOCI. See Note 12, Accumulated Other Comprehensive Income (Loss), for the effect on other comprehensive income (loss) and the reclassification out of AOCI during the periods presented. All of net deferred gains in AOCI as of March 31, 2026 are expected to be recognized as cost of revenue or operating expenses in the same financial statement line item in the Condensed Consolidated Statements of Operations to which the derivative relates over the next twelve months.

7. Condensed Consolidated Balance Sheet Components

Property and Equipment, Net

Property and equipment, net consisted of the following:


	March 31, 2026			December 31, 2025
	(in thousands)
Computer and software	$	12,725		$	12,191
Furniture and office equipment		4,460			3,248
Leasehold improvements		6,021			5,912
Property and equipment, gross		23,206			21,351
Less: accumulated depreciation and amortization		(16,702	)		(15,815	)
Property and equipment, net	$	6,504		$	5,536

Depreciation and amortization expense was $0.9 million for the three months ended March 31, 2026 and 2025.

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following:


	March 31, 2026		December 31, 2025
	(in thousands)
Accrued compensation and benefits	$	43,789	$	50,668
Accrued expenses		23,394		27,302
Accrued expenses and other current liabilities	$	67,183	$	77,970

8. Intangible Assets, Net

Intangible assets consisted of the following as of March 31, 2026:


	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted-Average Remaining Useful Life
	(in thousands)							(in years)
Developed technology	$	89,962	$	(55,645	)	$	34,317		3.1
Customer relationships		4,200		(3,282	)		918		1.3
Total	$	94,162	$	(58,927	)	$	35,235

Intangible assets consisted of the following as of December 31, 2025:


	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted-Average Remaining Useful Life
	(in thousands)							(in years)
Developed technology	$	89,962	$	(51,147	)	$	38,815		3.2
Customer relationships		4,200		(3,107	)		1,093		1.5
Total	$	94,162	$	(54,254	)	$	39,908

Gross carrying amount and accumulated amortization of fully amortized intangibles are removed from the preceding tables. Amortization expenses for intangible assets were $4.7 million and $5.8 million for the three months ended March 31, 2026 and 2025, respectively.

The expected future amortization expenses by year related to the intangible assets as of March 31, 2026 are as follows:


	March 31, 2026
	(in thousands)
Year Ending December 31,
2026 (Remainder)	$	10,301
2027		10,117
2028		9,733
2029		5,084
Total	$	35,235

9. Leases

The Company has entered into non-cancelable lease agreements for its offices with lease periods expiring at various dates through 2036.

Components of operating lease expense were as follows:


	Three Months Ended March 31,
	2026		2025
	(in thousands)
Operating lease cost	$	2,223	$	2,234
Short-term lease cost		236		248
Variable lease cost		406		299
Total operating lease cost	$	2,865	$	2,781

Supplementary cash flow information related to operating leases was as follows:


	Three Months Ended March 31,
	2026		2025
	(in thousands)
Cash paid for operating leases	$	2,257	$	2,323
Operating lease right-of-use assets obtained in exchange for operating lease liabilities	$	6,163	$	516

As of March 31, 2026, the weighted-average discount rate is 4.8% and the weighted-average remaining term is 3.8 years. Maturities of the Company’s operating lease liabilities as of March 31, 2026 were as follows:


	March 31, 2026
	(in thousands)
Year Ending December 31,
2026 (Remainder)	$	4,503
2027		4,171
2028		3,832
2029		2,856
2030		2,942
Thereafter		1,003
Total operating lease payments		19,307
Less: imputed interest		(2,860	)
Total operating lease liabilities	$	16,447

As of March 31, 2026, the Company had an additional commitment of $114.9 million for an operating lease related to a facility that had not yet commenced. The lease is expected to commence in the third quarter of 2026 with a lease term of 10 years.

10. Commitments and Contingencies

Non-cancelable Purchase Obligations

In the normal course of business, the Company enters into non-cancelable purchase commitments with various parties mainly for hosting services, as well as software products and services. As of March 31, 2026, the Company had outstanding non-cancelable purchase obligations with a remaining term of 12 months or longer as follows:


	March 31, 2026
	(in thousands)
Year Ending December 31,
2026 (Remainder)	$	41,616
2027		73,656
2028		55,170
2029		56,269
2030		60,449
Total	$	287,160

Indemnifications

The Company enters into indemnification provisions under certain agreements with other parties in the ordinary course of business. In its customer agreements, the Company has agreed to indemnify, defend and hold harmless the indemnified party for third party claims and related losses suffered or incurred by the indemnified party from actual or threatened third-party intellectual property infringement claims. For certain large or strategic customers, the Company has agreed to indemnify, defend and hold harmless the indemnified party for certain additional matters including but not limited to non-compliance with certain representations and warranties made by the Company. To date, the Company has not incurred any material costs related to such indemnifications.

Grants from Israeli Innovation Authority

The Company has received in the past grants from the Israeli Innovation Authority (“IIA”) and repaid them in full. Still, as any grant recipient, the Company is subject to the provisions of the Israeli Law for the Encouragement of Research, Development and Technological Innovation in the Industry and the regulations and guidelines thereunder (the “Innovation Law”). Pursuant to the Innovation Law, there are restrictions related to transferring intellectual property outside of Israel. Such transfer requires the approval from the IIA. The approval may be subject to a maximum additional payment amount of approximately $6.0 million. In the past, the Company received an approval from the IIA to perform a limited development of IIA funded know-how outside of Israel, subject to the terms specified in the IIA approval, including that all of its core R&D activities will remain in Israel.

Legal Proceedings

In the ordinary course of business, the Company may be subject from time to time to various proceedings, lawsuits, disputes, or claims. The Company investigates these claims as they arise. Although claims are inherently unpredictable, the Company is currently not aware of any matters that, if determined adversely to the Company, would individually or taken together, have a material adverse effect on its business, financial position, results of operations, or cash flows.

11. Shareholders’ Equity and Equity Incentive Plans

Share Repurchases

In February 2026, the Board of Directors approved a share repurchase program authorizing the repurchase of up to $300.0 million of the Company’s ordinary shares. The program became effective in March 2026 and has no expiration date but may be suspended, terminated, or modified at any time. Shares may be repurchased from time to time in the open market or through negotiated transactions at prevailing market rates, or by other means in accordance with U.S. federal securities laws. The timing of the repurchases will depend on certain factors, including market conditions, prices, and management’s discretion. There were no repurchases during the three months ended March 31, 2026.

Equity Incentive Plans

Effective January 1, 2026, the number of ordinary shares authorized for issuance under the 2020 Equity Incentive Plan (the “2020 Plan”) automatically increased by 6,580,602 shares pursuant to the terms of the 2020 Plan.

Share Options

A summary of share option activity under the Company’s equity incentive plans and related information is as follows:


	Options Outstanding
	Outstanding Share Options			Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Life (Years)		Aggregate Intrinsic Value
	(in thousands, except share, life and per share data)
Outstanding as of December 31, 2025		1,428,546		$	10.59		3.3	$	74,162
Exercised		(53,385	)	$	10.37			$	1,990
Outstanding and exercisable as of March 31, 2026		1,375,161		$	10.60		2.9	$	50,335

Restricted Share Units

A summary of restricted share units (“RSU”) activity under the Company’s equity incentive plan and related information is as follows:


	RSUs
	Unvested RSUs			Weighted-Average Grant Date Fair Value Per Share
Unvested as of December 31, 2025		9,838,786		$	34.76
Granted		890,958		$	53.20
Vested		(1,249,585	)	$	30.90
Forfeited		(314,875	)	$	37.15
Unvested as of March 31, 2026		9,165,284		$	36.99

The total vest date fair value of RSUs was $50.2 million during the three months ended March 31, 2026.

Employee Share Purchase Plan

Effective January 1, 2026, the number of ordinary shares authorized for issuance under the 2020 Employee Share Purchase Plan (“ESPP”) automatically increased by 1,196,153 shares pursuant to the terms of ESPP.

Shares Reserved for Future Issuance

The Company has the following ordinary shares reserved for future issuance:


	March 31, 2026
Outstanding share options		1,375,161
Outstanding RSUs		9,165,284
Issuable ordinary shares related to business combination		502,906
Shares available for future issuance under the 2020 Plan		24,491,490
Shares available for future issuance under ESPP		6,605,218
Total ordinary shares reserved		42,140,059

Share-Based Compensation

The share-based compensation expense by line item in the accompanying Condensed Consolidated Statements of Operations is summarized as follows:


		Three Months Ended March 31,
		2026				2025

JFrog Ltd 10-Q