Bakkt insider Nicholas Baes reports 671-share option exercise

Rhea-AI Filing Summary

Bakkt Holdings, Inc. (BKKT) Chief Operating Officer Nicholas Baes reported exercising stock options for 671 shares of Class A common stock at an exercise price of $10 per share on November 12, 2025, in a transaction coded "M" (option exercise). After this transaction, he beneficially owned 106,143 shares of Class A common stock, including 96,143 shares subject to restricted stock units that are still vesting.

The exercised options are part of a larger grant of stock options awarded on July 29, 2025, which became effective after shareholder approval on October 31, 2025. Following the reported exercise, 53,020 stock options remain beneficially owned. The option grant has a structured quarterly exercise schedule over eight quarters, with required “Committed Options” each quarter and additional “Optional Exercise Options” that may be exercised over a one-year period, subject to lock-up conditions if exercised early.

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

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

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)
11/12/2025

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	11/12/2025		M		671	A	$10	106,143(1)	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
Stock Option (right to buy)	$10	11/12/2025		M			671	(2)(3)(4)	(2)(3)(4)	Class A Common Stock	671	$0	53,020	D

Explanation of Responses:

1. Includes 96,143 shares of Class A Common Stock subject to restricted stock units that remain subject to vesting.

2. Represents stock options to purchase shares of the Issuer's Class A Common Stock ("Options") granted on July 29, 2025, contingent on the Issuer's shareholder approval, which was obtained on October 31, 2025. The Options are a commitment by the grantee to exercise a predetermined number of Options every quarter for eight quarters (the "Committed Options") at an exercise price per share equal to $10,00, which reflects the fair market value of a share of Class A Common Stock on the grant date. If the reporting person does not exercise the Committed Options in any quarter, then all remaining Options are forfeited. One-eighth of the Options will become exercisable each quarter (each, a "Quarterly Tranche"). [Continued to footnote 3]

3. [Continued from footnote 2] The Committed Options will be exercisable over a two-day period in the applicable quarter (the "Exercise Period"); provided that if the Exercise Period for a Quarterly Tranche occurs during a blackout period, then such Exercise Period shall instead be the next quarterly Exercise Period. If the reporting person exercises the Committed Option portion, the remainder of that Quarterly Tranche (the "Optional Exercise Options") will become exercisable for a period of one year. The Optional Exercise Option portion of any Quarterly Tranche will expire at the end of such one-year period. [Continued to footnote 4]

4. [Continued from footnote 3] Notwithstanding the foregoing exercise schedule, following the first quarter after stockholder approval of the Options, any portion of the Options may be exercised earlier than the applicable quarter, provided that shares of Class A Common Stock acquired on exercise of the Optional Exercise Options will be subject to a lock-up period so that the shares acquired on exercise may not be sold or transferred until the originally-scheduled exercise date.

	/s/ Paul Simmons Attorney-in-Fact for Nicholas Baes	11/14/2025
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Bakkt (BKKT) report in this Form 4?

The filing shows that Bakkt Holdings, Inc. Chief Operating Officer Nicholas Baes exercised stock options for 671 shares of Class A common stock at an exercise price of $10 per share on November 12, 2025, reported with transaction code "M".

How many Bakkt (BKKT) shares does the reporting person own after the transaction?

After the reported option exercise, the reporting person beneficially owned 106,143 shares of Bakkt Class A common stock, which includes 96,143 shares subject to restricted stock units that remain subject to vesting.

What are the key terms of the Bakkt (BKKT) stock option grant mentioned?

The filing describes stock options to purchase Bakkt Class A common stock granted on July 29, 2025, contingent on shareholder approval obtained on October 31, 2025, with an exercise price of $10 per share. One-eighth of the options becomes exercisable each quarter over eight quarters, with required “Committed Options” and additional “Optional Exercise Options” that can be exercised for up to one year.

How many Bakkt (BKKT) stock options remain after the reported exercise?

Following the reported transaction, the reporting person beneficially owned 53,020 stock options relating to Bakkt Class A common stock, according to the derivative securities table.

What is the vesting and exercise structure for the Bakkt (BKKT) options?

The options are divided into quarterly tranches over eight quarters. A predetermined number of “Committed Options” must be exercised during a two-day Exercise Period each quarter or the remaining options are forfeited. If the Committed Options are exercised, the remaining “Optional Exercise Options” for that quarter become exercisable for one year, and shares from early exercises of Optional Exercise Options are subject to a lock-up until the originally scheduled exercise date.

Who signed the Bakkt (BKKT) Form 4 and in what capacity?

The Form 4 was signed by /s/ Paul Simmons as Attorney-in-Fact for Nicholas Baes on November 14, 2025, indicating a power-of-attorney arrangement for reporting.