Bakkt Inc SEC Filings

Bakkt Holdings, Inc. insider Nicholas Baes, the company's Chief Operating Officer, reported a Form 4 disclosing a tax-withholding disposition tied to RSU vesting. On 09/25/2025, 810 shares of Class A Common Stock were withheld to satisfy tax withholding obligations related to RSUs that vested on 09/24/2025; the withholding used the closing share price on 09/24/2025. After the withholding, Mr. Baes beneficially owns 105,472 shares, which includes 96,143 shares underlying RSUs that remain subject to vesting. The Form 4 was signed on 09/29/2025 by Paul Simmons as attorney-in-fact.

Bakkt Holdings, Inc. (BKKT) Form 3: Michael Alfred, a company director, reported ownership on an event dated 09/17/2025. He holds 15,469 restricted stock units that convert to Class A common shares and vest 100% on June 17, 2026 if he remains in service. He also reports 40,000 Class A shares held indirectly through Alpine Fox LP, over which he has control but disclaims beneficial ownership except for his pecuniary interest. Form signed by Paul Simmons as attorney-in-fact on 09/26/2025.

Bakkt Holdings, Inc. reported that on September 17, 2025, director De’Ana Dow resigned from the Board and the Audit and Risk Committee, effective immediately. The company stated that her resignation was not due to any disagreement regarding operations, policies, or practices. In recognition of her service in the current director compensation cycle, 10,500 unvested RSUs from that cycle vested on her separation date.

The Board simultaneously appointed Michael Alfred as a Class II director to fill the vacancy. The Board determined that he is independent under New York Stock Exchange rules. He will receive the company’s standard non-employee director compensation, as described in Bakkt’s 2025 proxy statement. Bakkt will also enter into an Indemnification Agreement with Mr. Alfred, based on a previously filed form, to protect him against certain liabilities arising from his Board service.

Bakkt Holdings, Inc. is soliciting shareholder approval for a one-time grant of stock options to select management (the "Options Proposal") allowing purchase of up to 7,450,000 shares of Class A Common Stock. The Options are structured as quarterly committed exercises over eight quarters at an exercise price of $10.00 per share, which the document states reflects fair market value on the grant date and is higher than the closing trading price on the record date of $8.59. If a grantee fails to exercise committed Options in any quarter, remaining Options are forfeited; grantees must personally fund exercises. The Compensation Committee, with outside valuation input, approved the grant as a means to align management and stockholder interests. The proxy also describes meeting logistics, voting procedures, the Board’s recommendation to vote FOR the Options Proposal and an Adjournment Proposal, and disclosure timing via Form 8-Ks after the Special Meeting.

Karen Alexander, Chief Financial Officer of Bakkt Holdings, Inc. (BKKT), reported a Form 4 disclosing a transaction dated 08/28/2025. The filing shows 483 shares of Class A Common Stock were disposed of under code F at a reported price of $8.89 per share. The filing states these shares were withheld to satisfy tax withholding obligations arising from the vesting of restricted stock units (RSUs) on 08/26/2025, with the withholding amount based on the closing price that day. After the transaction, the reporting person beneficially owns 69,285 shares, which includes 50,229 shares that remain subject to vesting as RSUs and performance stock units. The Form 4 was signed by an attorney-in-fact on 08/29/2025.

Insider purchases and equity awards at Bakkt Holdings, Inc. (BKKT) — The reporting person, Akshay Naheta (CEO and President and director), purchased a total of 180,000 shares in open-market transactions on 08/21/2025 and 08/22/2025 at weighted-average prices of $8.1815, $7.9973, and $8.5463, bringing his direct beneficial ownership to 191,426 Class A shares (including 11,426 RSUs).

The filing also discloses an inducement grant of 1,607,717 performance stock units (PSUs) exercisable for Class A shares, vesting over a three-year performance period beginning 03/21/2025 and contingent on achieving specified rolling 90-day VWAP stock-price targets, including a 100% increase above a $9.33 reference price for initial vesting.

Bakkt Holdings, Inc. (BKKT) proposes a one-time grant of stock options to select members of management to purchase up to 7,450,000 shares of Class A Common Stock, subject to stockholder approval. The Options are structured as periodic, committed exercises over eight quarters where each grantee must exercise a predetermined number of options each quarter or forfeit remaining Options. The exercise price is set at $10.00 per share, which the document states reflects fair market value on the grant date and is higher than the closing trading price reported for August 22, 2025 ($8.92). The Compensation Committee reviewed the terms with management and an independent valuation consultant and concluded the grant would strengthen alignment between management and stockholders. The filing also describes procedural items for the Special Meeting, quorum and voting effects of non-votes and broker non-votes, Form 8-K reporting of preliminary and final results, and tax withholding responsibilities of grantees.