Bakkt (BKKT) COO Reports 810-Share Tax Withholding on RSU Vesting

Rhea-AI Filing Summary

Bakkt Holdings, Inc. insider Nicholas Baes, the company's Chief Operating Officer, reported a Form 4 disclosing a tax-withholding disposition tied to RSU vesting. On 09/25/2025, 810 shares of Class A Common Stock were withheld to satisfy tax withholding obligations related to RSUs that vested on 09/24/2025; the withholding used the closing share price on 09/24/2025. After the withholding, Mr. Baes beneficially owns 105,472 shares, which includes 96,143 shares underlying RSUs that remain subject to vesting. The Form 4 was signed on 09/29/2025 by Paul Simmons as attorney-in-fact.

Positive

• Compliance: The Form 4 discloses the RSU vesting and tax-withholding disposition, meeting Section 16 reporting requirements
• Transparency: The filing specifies the number of shares withheld (810) and the remaining beneficial ownership (105,472), including unvested RSUs (96,143)

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine tax-withholding disposition on vested RSUs, immaterial to company capital structure or control.

The Form 4 reports a disposition coded F, indicating shares were withheld to cover tax obligations when RSUs vested. The number withheld (810 shares) is small relative to the total outstanding share count implied by the holder's position and is not reported as a sale on the open market. Beneficial ownership remains significant at 105,472 shares, with 96,143 additional RSU-linked shares still unvested. This filing is a routine insider administrative action and does not present new operational or financial information about Bakkt.

Corporate Governance Expert

TL;DR: Disclosure meets Section 16 requirements; action reflects standard executive compensation mechanics.

The reporting indicates compliance with required reporting for equity compensation events. The withheld shares were determined using the closing price on the RSU vesting date, as disclosed. The signature by an attorney-in-fact is noted and dated 09/29/2025. No change in board composition, officer role, or control is shown. From a governance perspective, this is a routine, transparent disclosure of an executive's tax-withholding settlement.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Baes Nicholas

(Last) (First) (Middle)

C/O BAKKT HOLDINGS, INC.

1 LIBERTY ST FL 3 STE 305-306

(Street)

NEW YORK NY 10006

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Bakkt Holdings, Inc. [ BKKT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/25/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	09/25/2025		F		810(1)	D	$20(1)	105,472(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. In connection with the vesting of restricted stock units ("RSUs") on September 24, 2025, the issuer withheld Class A Common Stock that would otherwise have been issued to the reporting person to satisfy such person's tax withholding obligations. The number of shares withheld was determined based on the closing price per share of Class A Common Stock on September 24, 2025.

2. Includes 96,143 shares of Class A Common Stock subject to RSUs that remain subject to vesting.

	/s/ Paul Simmons Attorney-in-Fact for Nicholas Baes	09/29/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What change did Nicholas Baes report on Form 4 for BKKT?

He reported a tax-withholding disposition of 810 Class A shares related to RSUs that vested on 09/24/2025.

How many BKKT shares does Nicholas Baes beneficially own after the transaction?

Following the withholding, he beneficially owns 105,472 shares, which includes 96,143 shares subject to unvested RSUs.

Why were shares disposed of on the Form 4 (transaction code F)?

Transaction code F indicates shares were withheld to satisfy tax withholding obligations upon RSU vesting; the filer used the closing price on 09/24/2025 to determine the number withheld.

When was the Form 4 signed and by whom?

The form was signed on 09/29/2025 by Paul Simmons as attorney-in-fact for Nicholas Baes.

Does this Form 4 report an open-market sale of BKKT shares?

No. The filing shows a withholding disposition for tax purposes, not an open-market sale.