Bakkt CFO reports Form 4 option exercise and 69,620 share stake

Rhea-AI Filing Summary

Bakkt Holdings, Inc. reported an insider equity transaction by its Chief Financial Officer. On 11/12/2025, the CFO exercised stock options and acquired 335 shares of Class A Common Stock at a price of $10 per share. After this transaction, the reporting person beneficially owned 69,620 shares of Class A Common Stock, which includes 50,229 shares subject to restricted stock units and performance stock units that are still subject to vesting.

The transaction involved stock options granted on July 29, 2025, which became effective following shareholder approval obtained on October 31, 2025. These options are structured as a commitment to exercise a predetermined number of options each quarter over eight quarters, with specific quarterly exercise periods and additional lock-up conditions for certain early exercises.

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^*

Alexander Karen

(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 Financial 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		335	A	$10	69,620(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			335	(2)(3)(4)	(2)(3)(4)	Class A Common Stock	335	$0	26,511	D

Explanation of Responses:

1. Includes 50,229 shares of Class A Common Stock subject to restricted stock units and performance stock units that remain subject to vesting.

2. Represent 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 Karen Alexander	11/14/2025
	** Signature of Reporting Person	Date
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FAQ

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

Bakkt Holdings disclosed that its Chief Financial Officer acquired 335 shares of Class A Common Stock on 11/12/2025 through the exercise of stock options at $10 per share.

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

After the reported transaction, the reporting person beneficially owns 69,620 shares of Bakkt Class A Common Stock, including 50,229 shares subject to restricted stock units and performance stock units that remain subject to vesting.

What are the key terms of the Bakkt (BKKT) stock options exercised?

The stock options were granted on July 29, 2025 at an exercise price of $10 per share, contingent on shareholder approval obtained on October 31, 2025. One-eighth of the options become exercisable each quarter over eight quarters, with committed quarterly exercises and specific two-day exercise periods.

How many Bakkt (BKKT) derivative securities remain after the reported option exercise?

Following the reported transaction, the reporting person beneficially owns 26,511 stock options (derivative securities) directly.

What lock-up conditions apply to certain Bakkt (BKKT) option exercises?

Following the first quarter after stockholder approval of the options, any portion of the options may be exercised earlier than scheduled, but shares acquired from the Optional Exercise Options are subject to a lock-up so they may not be sold or transferred until the originally scheduled exercise date.