Bakkt (NYSE: BKKT) CEO receives 7,927,831 shares in DTR acquisition

Rhea-AI Filing Summary

Bakkt, Inc. CEO and President Akshay Sudhir Naheta reported an acquisition of 7,927,831 shares of Class A Common Stock on April 30, 2026. The shares were issued at $0.00 per share as stock consideration for Bakkt’s acquisition of Distributed Technologies Research Global Ltd. (DTR).

These shares, described as “Consideration Shares” in the Share Purchase Agreement dated January 11, 2026, were issued to Naheta in his capacity as a DTR stockholder at the deal’s closing. Following this issuance, he directly holds 9,026,408 shares of Bakkt Class A Common Stock.

Insights

Equity compensation and M&A analyst

Bakkt’s CEO received 7.9M shares as stock consideration for the DTR acquisition, a large but non‑market, deal-related grant.

The filing shows Akshay Sudhir Naheta, Bakkt’s CEO and President, acquiring 7,927,831 Class A shares at $0.00 per share on April 30, 2026. Footnotes explain these are “Consideration Shares” issued to him as a stockholder of Distributed Technologies Research Global Ltd. (DTR) when Bakkt completed the DTR acquisition under a Share Purchase Agreement dated January 11, 2026.

This is a grant/award acquisition, not an open‑market purchase, so it carries less signaling value about the CEO’s view of Bakkt’s valuation. After the transaction, he directly holds 9,026,408 shares, a substantial equity stake that aligns his interests with shareholders. Some shares he holds as nominee and custodian for former DTR equity holders are expressly excluded from the reported beneficial ownership.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Naheta Akshay Sudhir

Role CEO and President

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	7,927,831	$0.00	--

Holdings After Transaction: Class A Common Stock — 9,026,408 shares (Direct, null)

Footnotes (1)

1. Represents shares of Class A Common Stock issued to the Reporting Person, as a stockholder of Distributed Technologies Research Global Ltd. ("DTR"), as acquisition consideration, upon the completion of the acquisition of DTR on April 30, 2026 (the "Closing Date") by the Issuer (the "Consideration Shares"), pursuant to the Issuer's Share Purchase Agreement (the "Purchase Agreement") dated January 11, 2026. Excluded from the shares reported herein are certain shares of Class A Common Stock held of record by the Reporting Person as nominee and custodian for certain former equity holders of DTR pursuant to certain agreements with such former equity holders of DTR, as to which the Reporting Person disclaims beneficial ownership. Issued to the Reporting Person on April 30, 2026 as consideration payable upon the acquisition of DTR pursuant to the Purchase Agreement.

Key Figures

Shares acquired: 7,927,831 shares Price per share: $0.00 per share Total direct holdings: 9,026,408 shares +2 more

5 metrics

Shares acquired 7,927,831 shares Class A Common Stock issued April 30, 2026 as acquisition consideration

Price per share $0.00 per share Issue price for Consideration Shares to CEO

Total direct holdings 9,026,408 shares Bakkt Class A Common Stock held after transaction

Transaction code A Grant, award, or other acquisition of non-derivative shares

Transaction date April 30, 2026 Closing date of DTR acquisition and share issuance

Key Terms

Consideration Shares, Share Purchase Agreement, acquisition consideration, beneficial ownership, +1 more

5 terms

Consideration Shares financial

"Represents shares of Class A Common Stock issued to the Reporting Person... as acquisition consideration... (the "Consideration Shares")"

Share Purchase Agreement regulatory

"pursuant to the Issuer's Share Purchase Agreement (the "Purchase Agreement") dated January 11, 2026."

A share purchase agreement is a written contract that outlines the terms and conditions for buying and selling shares of a company. It specifies details like the price, number of shares, and any special conditions, ensuring both buyer and seller agree on the transaction. For investors, it provides clarity and legal protection, making sure the purchase is clear and enforceable.

acquisition consideration financial

"issued to the Reporting Person, as a stockholder of... DTR... as acquisition consideration, upon the completion of the acquisition"

beneficial ownership financial

"as to which the Reporting Person disclaims beneficial ownership."

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Grant, award, or other acquisition regulatory

"transaction_code_description": "Grant, award, or other acquisition""

Form 4 Insider Transactions: What Each Field Means →

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).

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^*

Naheta Akshay Sudhir

(Last) (First) (Middle)

C/O BAKKT, INC.

3280 PEACHTREE ROAD NE, 7TH FLOOR

(Street)

ATLANTA GEORGIA 30305

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026

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

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

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

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	04/30/2026		A		7,927,831(1)	A	(2)	9,026,408	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. Represents shares of Class A Common Stock issued to the Reporting Person, as a stockholder of Distributed Technologies Research Global Ltd. ("DTR"), as acquisition consideration, upon the completion of the acquisition of DTR on April 30, 2026 (the "Closing Date") by the Issuer (the "Consideration Shares"), pursuant to the Issuer's Share Purchase Agreement (the "Purchase Agreement") dated January 11, 2026. Excluded from the shares reported herein are certain shares of Class A Common Stock held of record by the Reporting Person as nominee and custodian for certain former equity holders of DTR pursuant to certain agreements with such former equity holders of DTR, as to which the Reporting Person disclaims beneficial ownership.

2. Issued to the Reporting Person on April 30, 2026 as consideration payable upon the acquisition of DTR pursuant to the Purchase Agreement.

	/s/ Marc D'Annunzio Attorney-in-Fact for Akshay Sudhir Naheta	05/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Bakkt (BKKT) CEO Akshay Naheta report in this Form 4 filing?

Akshay Naheta reported acquiring 7,927,831 shares of Bakkt Class A Common Stock. The shares were issued at $0.00 per share as stock consideration tied to Bakkt’s acquisition of Distributed Technologies Research Global Ltd. (DTR), not through an open-market stock purchase.

Why did Bakkt (BKKT) issue 7,927,831 shares to its CEO in April 2026?

Bakkt issued 7,927,831 shares to CEO Akshay Naheta as “Consideration Shares” for the acquisition of Distributed Technologies Research Global Ltd. (DTR). As a DTR stockholder, he received Bakkt Class A shares under the Share Purchase Agreement dated January 11, 2026, at closing.

What is Akshay Naheta’s Bakkt (BKKT) shareholding after this Form 4 transaction?

Following the reported transaction, Akshay Naheta directly holds 9,026,408 shares of Bakkt Class A Common Stock. This total reflects the 7,927,831 shares issued to him as acquisition consideration for DTR, plus his prior holdings, giving him a significant direct equity stake in Bakkt.

Was the Bakkt (BKKT) CEO’s 7,927,831-share acquisition a market purchase?

No, the 7,927,831 shares were not bought on the open market. They were granted at $0.00 per share as stock consideration under Bakkt’s Share Purchase Agreement for acquiring Distributed Technologies Research Global Ltd. (DTR), making them deal-related compensation rather than a discretionary purchase.

How are nominee and custodian shares treated in this Bakkt (BKKT) Form 4?

The footnotes state some Bakkt Class A shares are held by Akshay Naheta as nominee and custodian for former DTR equity holders. Those shares are excluded from this Form 4’s totals, and he disclaims beneficial ownership of them, so they are not counted in his reported 9,026,408-share position.

What agreement governs the Bakkt (BKKT) CEO’s Consideration Shares from the DTR deal?

The Consideration Shares are governed by Bakkt’s Share Purchase Agreement dated January 11, 2026. Under this agreement, shares of Bakkt Class A Common Stock were issued on April 30, 2026, as consideration payable upon completion of the acquisition of Distributed Technologies Research Global Ltd. (DTR).