Bullfrog AI Holdings Inc. filed SEC Form 8-K: Leadership Update, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 11, 2026, the Compensation Committee (the “Committee”) of the Board of Directors of BullFrog AI Holdings, Inc. (the “Company”) approved an increase to the annual base salary of Vininder Singh, the Company’s Chief Executive Officer, from $400,000.00 to $600,000.00, effective as of June 11, 2026. Additionally, the Committee approved a change to Mr. Singh’s target annual bonus to a maximum of 50% of his current base salary. The compensation adjustment was made following the Committee’s review of competitive market compensation data and in recognition of Mr. Singh’s contributions to the Company’s strategic and operational objectives.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 11, 2026, the Company held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). A total of 7,794,169 shares were present or represented by proxy at the Annual Meeting, representing approximately 42.06% of all shares entitled to vote at the Annual Meeting. The stockholders voted on the matters presented at the Annual Meeting, and the shares present, in person or by proxy, were voted as follows:
| 1. | Election of Directors |
Proposal No. 1 was the election of four nominees to serve as directors of the Company, each for a term of one year until the next annual meeting of the stockholders of the Company and until their successors have been duly elected and qualified. The results of the vote were as follows:
Nominee |
Votes For | Votes Withheld | Broker Non-Votes | |||
| William Enright | 2,632,748 | 63,149 | 5,098,272 | |||
| Jason D. Hanson | 2,633,747 | 62,150 | 5,098,272 | |||
| R. Donald Elsey | 2,629,527 | 66,370 | 5,098,272 | |||
| Vininder Singh | 2,616,590 | 79,307 | 5,098,272 |
Based on the foregoing votes, the four nominees listed above were elected to serve on the Board. There were no additional director nominations brought before the meeting.
| 2. | Ratification of the Appointment of M&K CPAs, LLC as the Company’s Independent Registered Public Accounting Firm |
Proposal No. 2 was the ratification of the appointment of M&K CPAs, PLLC (“M&K”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The results of the vote were as follows:
Votes For |
Votes Against |
Abstentions | ||
| 7,496,267 | 281,615 | 16,287 |
Based on the foregoing vote, the ratification of M&K as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was approved.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
The following exhibits are being furnished herein:
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: June 15, 2026 | Bullfrog AI Holdings, Inc. | |
| By: | /s/ Vininder Singh | |
| Name: | Vininder Singh | |
| Title: | Chief Executive Officer | |