0001193125-20-244219.txt : 20201014 0001193125-20-244219.hdr.sgml : 20201014 20200911165659 ACCESSION NUMBER: 0001193125-20-244219 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200911 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JFrog Ltd CENTRAL INDEX KEY: 0001800667 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 270 E CARIBBEAN DRIVE CITY: SUNNYVALE STATE: CA ZIP: 94089 BUSINESS PHONE: (408) 329-1540 MAIL ADDRESS: STREET 1: 270 E CARIBBEAN DRIVE CITY: SUNNYVALE STATE: CA ZIP: 94089 CORRESP 1 filename1.htm CORRESP

September 11, 2020

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, DC 20549-3720

Attention:

Jan Woo

    

Jeffrey Kauten

    

Kathleen Collins

    

Joyce Sweeney

 

  Re:

JFrog Ltd.

      

Registration Statement on Form S-1

      

(File No. 333-248271)

 

      

Acceleration Request

  Requested Date:

Tuesday, September 15, 2020

  Requested Time:

4:00 P.M. Eastern Time

Ladies and Gentlemen:

Pursuant to Rule 460 under the Securities Act of 1933, as amended (the “Securities Act”), we, the representatives of the underwriters (the “Representatives”), wish to advise you that between September 8, 2020 through the date hereof, approximately 600 copies of the Preliminary Prospectus of JFrog Ltd., an Israeli company (the “Registrant”), dated September 8, 2020, were distributed to prospective underwriters/dealers, institutional and other investors and others.

We, the undersigned Representatives, have and will, and we have been informed by the participating underwriters that they have and will, comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, in connection with the proposed offering.

In accordance with Rule 461 of the Securities Act, we hereby join in the request of the Registrant that the effectiveness of the above-captioned Registration Statement, as amended, be accelerated to 4:00 p.m. Eastern Time on September 15, 2020, or as soon thereafter as practicable. We, the undersigned Representatives, confirm that the underwriters are aware of their obligations under the Securities Act.

[Signature page follows]

Very truly yours,

MORGAN STANLEY & CO. LLC

J.P. MORGAN SECURITIES LLC

BOFA SECURITIES, INC.

As representatives of the Underwriters

By:

  

MORGAN STANLEY & CO. LLC

By:

  

/s/ Rizvan Dhalla

Name:

  

Rizvan Dhalla

Title:

  

Managing Director

By:

  

J.P. MORGAN SECURITIES LLC

By:

  

/s/ Lucy Wang

Name:

  

Lucy Wang

Title:

  

Managing Director

By:

  

BOFA SECURITIES, INC.

By:

  

/s/ Michael Liloia

Name:

  

Michael Liloia

Title:

  

Director