Bakkt Holdings Inc SEC Filings

Bakkt Holdings, Inc. (BKKT) is being removed from listing and/or registration on the New York Stock Exchange under Section 12(b), as reflected in a filed Form 25.

The action covers Class A Common Stock and warrants to purchase Class A Common Stock. The warrants are described as entitling the holder to purchase 1/25th of a share of Class A common stock, with an exercise price of $287.50 for one share of Class A common stock. The filing cites 17 CFR 240.12d2-2(b) and 12d2-2(c), noting compliance with exchange rules and the provision governing voluntary withdrawal.

Bakkt Holdings (BKKT)2,000,000 shares of Class A common stock.

The proposal passed with 10,809,572 votes for, 1,001,367 against, and 7,753 abstentions. The company filed the form of Option Award Agreement as Exhibit 10.1.

Bakkt Holdings, Inc. (BKKT) announced a board change. Director David Clifton resigned effective October 31, 2025. The company stated his resignation was not the result of any dispute or disagreement with the company or its Board on matters related to operations, policies, or practices.

The company issued a press release on October 31, 2025, which was furnished as Exhibit 99.1 under Regulation FD.

Bakkt Holdings (BKKT): beneficial ownership update. Horizon Kinetics Asset Management LLC filed an amended Schedule 13G reporting beneficial ownership of 328,529 shares of Bakkt common stock, representing 2.3% of the class.

The filer reports sole voting power: 328,529 shares and sole dispositive power: 328,529 shares, with no shared voting or dispositive power. The event date triggering the filing is 09/09/2025.

The certification states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control. Filing type: Schedule 13G/A (Amendment No. 3); reporting person classification: Investment Adviser.

Bakkt Holdings (BKKT) reported an insider equity grant. Director Michael Alfred filed a Form 4 showing the acquisition of 139 RSUs at $0 on 10/30/2025. Each RSU represents one share of Class A common stock.

Following the transaction, Alfred beneficially owned 19,476 shares directly and 40,000 shares indirectly through Alpine Fox LP. The filing notes he disclaims beneficial ownership of the indirect shares except to the extent of his pecuniary interest. The RSUs vest 100% on June 17, 2026, contingent on continued service.

Bakkt Holdings (BKKT) filed a Form 3 for a director, disclosing initial beneficial ownership tied to equity awards. The filing lists 4,809 units in Table I, noted as restricted stock units (RSUs). Each RSU represents a right to receive one share of Class A Common Stock.

According to the footnote, 100% of the RSUs vest on June 17, 2026, provided the reporting person continues service through that date. Ownership is reported as Direct (D). The event date is October 19, 2025.

Bakkt Holdings, Inc. filed an 8-K announcing an amended management stock option proposal that reduces the aggregate grant from 7,450,000 Options to 2,000,000 Options, to be voted at the reconvened special meeting on October 31, 2025 at 1:00 p.m. ET. The Board and Compensation Committee made the changes after discussions with shareholders and advisors.

The Options carry a $10.00 exercise price, with one-eighth becoming exercisable each quarter as “Committed Options”; failure to exercise a quarterly commitment forfeits all remaining Options. For any quarter the Committed Options are exercised, additional “Optional Exercise Options” become exercisable for up to one year. Early exercise is permitted after the first quarter following stockholder approval, with a lock-up until the originally scheduled dates. Forfeited Options may be reallocated for future grants to service providers on the same terms.

As of the record date, 15,934,137 Class A and 7,177,076 Class V shares were outstanding. Assuming pre-funded warrants from a July 2025 offering are exercised, the 2,000,000 Options would represent 8.0% of outstanding votes if fully exercised.

Intercontinental Exchange (ICE) filed Amendment No. 9 to its Schedule 13D on Bakkt (BKKT), reporting beneficial ownership of 7,914,472 shares of combined Common Stock, representing 33.6% of the class. ICE also notes beneficial ownership of 6.8% of outstanding Class A Common Stock, including 461,360 warrant shares that became exercisable on September 4, 2024.

The filing highlights Bakkt’s announced Up-C Collapse, creating a new holding company (NewCo) with a single class of common stock. In connection, ICE and the CEO entered a TRA Amendment and a Contribution Agreement. The number of NewCo Class A shares issued for contributed TRA value will use a purchase price of $39.34; the Issuer estimates approximately 655,500 shares to ICE at that Minimum Price, based on a $38.00 trading price assumption for calculating the TRA amount.

ICE agreed via an Up-C Collapse Waiver to exchange its warrants into NewCo warrants and not transfer the warrants until the earlier of the Up-C Collapse and November 14, 2025, with the waiver terminating if the Up-C Collapse is not consummated by that date. The updated ownership percentage reflects dilution from Bakkt’s recent Class A issuances; the reporting persons report no Bakkt share transactions in the past 60 days.

Bakkt Holdings, Inc. appointed Lyn Alden (listed as Madelyn Alden Schwartzer) to its Board as a Class II director on October 19, 2025, after increasing the Board size from seven to eight members.

The Board determined she is independent under New York Stock Exchange requirements and disclosed no related‑party transactions under Item 404(a). She will receive the standard non‑employee director compensation as described in Bakkt’s April 28, 2025 proxy statement.

Bakkt will enter into an indemnification agreement with Ms. Schwartzer consistent with Delaware law, using the form previously filed as Exhibit 10.7 on October 21, 2021.