Bakkt Holdings (NYSE: BKKT) major holder gets 465,890 Class A shares, holds warrants
Rhea-AI Filing Summary
Bakkt Holdings, Inc. (BKKT) reported a significant equity conversion involving a major shareholder. Intercontinental Exchange Holdings, Inc. (ICEH), a director and more than 10% owner, acquired 465,890 shares of Bakkt Class A common stock on December 3, 2025.
The shares came from ICEH’s Series A Non-Voting Convertible Preferred Stock, received as part of Bakkt’s November 3, 2025 reorganization. ICEH contributed its rights under a tax receivable agreement to Bakkt, received a cash payment equal to its entitlement, and then contributed that cash back for 465,890 preferred shares, which automatically converted into Class A common stock after early termination of the Hart-Scott-Rodino waiting period by the Federal Trade Commission on December 3, 2025.
Following the transaction, ICEH indirectly beneficially owned 7,919,002 Class A shares. ICEH also holds Class 1 and Class 2 warrants, each covering 230,680 Class A shares at an exercise price of $25.5 per share, exercisable from November 3, 2025 until September 4, 2029.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Preferred Stock | 465,890 | $0.00 | -- |
| Conversion | Class A Common Stock | 465,890 | $0.00 | -- |
| holding | Class 1 Warrants (right to buy) | -- | -- | -- |
| holding | Class 2 Warrants (right to buy) | -- | -- | -- |
Footnotes (1)
- In connection with the Issuer's November 3, 2025 reorganization, pursuant to the TRA Amendment and the Contribution Agreement, as amended (both as defined in the Form 8K12B filed by the Issuer on November 3, 2025), ICEH contributed its rights under the TRA (as defined in such Form 8K12B) to the Issuer in exchange for a cash payment from the Issuer equal to the amount which ICEH was otherwise entitled under the TRA and ICEH further contributed such cash to the Issuer in exchange for 465,890 shares of the Issuer's Series A Non-Voting Convertible Preferred Stock (the "Preferred Stock"). These shares of Preferred Stock automatically converted into shares of the Issuer's Class A Common Stock upon the early termination of the waiting period applicable to such conversion under the Hart-Scott-Rodin Antitrust Improvements Act of 1976, granted by the Federal Trade Commission on December 3, 2025. Intercontinental Exchange Holdings, Inc. ("ICEH") is the direct holder of the securities reflected in this Form 4. ICEH is a wholly owned subsidiary of Intercontinental Exchange, Inc.
FAQ
What insider transaction did Bakkt Holdings (BKKT) report on December 3, 2025?
On December 3, 2025, Intercontinental Exchange Holdings, Inc. (ICEH) acquired 465,890 shares of Bakkt Class A common stock through the automatic conversion of Series A Non-Voting Convertible Preferred Stock.
Who is the reporting person in this Bakkt (BKKT) Form 4 and what is their role?
The reporting person is Intercontinental Exchange Holdings, Inc. (ICEH), which is a director and more than 10% owner of Bakkt Holdings, Inc. ICEH is a wholly owned subsidiary of Intercontinental Exchange, Inc.
What triggered the conversion of Bakkt’s Series A Preferred Stock into Class A common stock?
The Series A Non-Voting Convertible Preferred Stock automatically converted into Bakkt Class A common stock upon the early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, granted by the Federal Trade Commission on December 3, 2025.