Intercontinental Exchange, Inc. - Apr 25, 2024 Form 4 Insider Report for Bakkt Holdings, Inc. (BKKT)

Role
10%+ Owner
Signature
Intercontinental Exchange, Inc., By: /s/ Andrew Surdykowski, General Counsel
Stock symbol
BKKT
Transactions as of
Apr 25, 2024
Transactions value $
$608,426
Form type
4
Date filed
4/29/2024, 09:11 PM
Previous filing
Mar 4, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BKKT Class A Common Stock Purchase $304K +351K +117.33% $0.87 650K Apr 25, 2024 See footnote F1, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction BKKT Class 1 Warrants (right to buy) Purchase $152K +175K +317.6% $0.87 231K Apr 25, 2024 Class A Common Stock 175K $25.50 See footnote F1, F2, F3
transaction BKKT Class 2 Warrants (right to buy) Purchase $152K +175K +317.6% $0.87 231K Apr 25, 2024 Class A Common Stock 175K $25.50 See footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Acquired in a registered direct offering pursuant to the terms of the Securities Purchase Agreement (the "Purchase Agreement"), dated as of February 29, 2024, between the Issuer and Intercontinental Exchange Holdings, Inc. ("ICEH"). Under the Purchase Agreement, the purchase by ICEH of 350,880 shares of Class A Common Stock, Class 1 Warrants to purchase up to 175,440 shares of Class A Common Stock, and Class 2 Warrants to purchase up to 175,440 shares of Class A Common Stock, closed on April 25, 2024. All amounts of securities reflected in this Form 4 reflect the 1-for-25 reverse stock split effected by the Issuer in April 2024 (the "April 2024 Reverse Stock Split").
F2 The Class 1 Warrants and Class 2 Warrants will generally be exercisable beginning September 4, 2024. The Class 1 Warrants and Class 2 Warrants have identical terms, except that the Class 2 Warrants also contain an alternative cashless exercise provision that will allow the holder of a Class 2 Warrant to exercise on a cashless basis and receive a number of shares of Class A Common Stock equal to 50% of the shares of Class A Common Stock then underlying the Class 2 Warrant if the closing trading price of shares of Class A Common Stock is lower than the exercise price of the Class 2 Warrants for three consecutive trading days. The exercise price of the previously reported Class 1 Warrants and Class 2 Warrants was increased to $25.50 per share as a result of the April 2024 Reverse Stock Split.
F3 ICEH is the direct holder of the securities reflected in this Form 4. ICEH is a wholly owned subsidiary of Intercontinental Exchange, Inc.