Intercontinental Exchange, Inc. - 03 Nov 2025 Form 4/A - Amendment Insider Report for Bakkt Holdings, Inc. (BKKT)

Reporting relationship: 10%+ Owner
Issuer ticker: BKKT
Reported as of: 03 Nov 2025
Net transaction value: +$18,328,113
SEC form: 4/A - Amendment
Accepted by SEC: 05 Dec 2025, 18:12:22 UTC
Original report date: 05 Nov 2025
Prior SEC filing: 29 Apr 2024
Next SEC filing: 05 Dec 2025
Source filing: View source filing
Reporting owner signature: Intercontinental Exchange, Inc., By: /s/ Andrew Surdykowski, General Counsel

Key filing fact

Intercontinental Exchange, Inc. filed Form 4/A - Amendment for Bakkt Holdings, Inc. (BKKT) on 05 Dec 2025.

Key facts

This page summarizes Intercontinental Exchange, Inc.'s Form 4/A - Amendment filing for Bakkt Holdings, Inc. (BKKT).
6 reported transactions and 4 derivative rows are listed below.
Accepted by SEC: 05 Dec 2025, 18:12.

Change

Previous filing in this sequence was filed on 29 Apr 2024.
Current net transaction value: +$18,328,113.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4/A - Amendment disclosures.

View source filing

Reporting Owners (2)

CIK 0001571949 Primary reporting owner

Intercontinental Exchange, Inc.

Relationship: 10%+ Owner
Address: 5660 NEW NORTHSIDE DRIVE, ATLANTA
Signature: Intercontinental Exchange, Inc., By: /s/ Andrew Surdykowski, General Counsel
Signature date: 05 Dec 2025

CIK 0001174746

Intercontinental Exchange Holdings, Inc.

Relationship: 10%+ Owner
Address: 5660 NEW NORTHSIDE DRIVE, ATLANTA
Signature: Intercontinental Exchange Holdings, Inc., By: /s/ Andrew Surdykowski, General Counsel
Signature date: 05 Dec 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

BKKT transaction

Class A Common Stock

Other

Transaction value
Shares: +649,934
Change %
Price
Shares after: 649,934
Date: 03 Nov 2025
Ownership: See footnote
Footnotes: F1, F2, F4

BKKT transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares: +6,803,178
Change %: +1047%
Price
Shares after: 7,453,112
Date: 03 Nov 2025
Ownership: See footnote
Footnotes: F1, F3, F4, F8

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

BKKT transaction Derivative

Bakkt Opco Units

Conversion of derivative security

Transaction value
Shares: -6,803,178
Change %: -100%
Price
Shares after: 0
Date: 03 Nov 2025
Ownership: See footnote
Underlying class: Class A Common Stock
Underlying amount: 6,803,178
Exercise price
Footnotes: F3, F4, F8

BKKT transaction Derivative

Preferred Stock

Other

Transaction value: $18,328,113
Shares: +465,890
Change %
Price: $39.34
Shares after: 465,890
Date: 03 Nov 2025
Ownership: See footnote
Underlying class: Class A Common Stock
Underlying amount: 465,890
Exercise price
Footnotes: F1, F4, F5, F6

BKKT transaction Derivative

Class 1 Warrants (right to buy)

Other

Transaction value
Shares: +230,680
Change %
Price
Shares after: 230,680
Date: 03 Nov 2025
Ownership: See footnote
Underlying class: Class A Common Stock
Underlying amount: 230,680
Exercise price: $25.50
Footnotes: F4, F7

BKKT transaction Derivative

Class 2 Warrants (right to buy)

Other

Transaction value
Shares: +230,680
Change %
Price
Shares after: 230,680
Date: 03 Nov 2025
Ownership: See footnote
Underlying class: Class A Common Stock
Underlying amount: 230,680
Exercise price: $25.50
Footnotes: F4, F7

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 8 footnotes

Footnote F1

On November 3, 2025, pursuant to a reorganization (the "Reorganization"), Bakkt Holdings, Inc. (formerly known as Bakkt NewCo Holdings, Inc.) (the "Issuer") became the successor of Bakkt Intermediate Holdings, Inc. (formerly known as Bakkt Holdings, Inc.) ("Bakkt") pursuant to merger transactions in which a subsidiary of the Issuer merged with and into Bakkt, with Bakkt surviving and, immediately following such merger, a subsidiary of the Issuer merged with and into Bakkt OpCo Holdings LLC ("OpCo"), a subsidiary of Bakkt, with OpCo surviving. The mergers resulted in the Issuer becoming the parent holding company of Bakkt and OpCo but did not alter the proportionate economic interests of security holders.

Footnote F2

In accordance with the terms of the PubCo Merger Agreement (as defined in the Form 8K12B filed by the Issuer on November 3, 2025 (the "8-K")), (i) each share of Class A common stock of Bakkt ("Bakkt Class A Common Stock") issued and outstanding immediately prior to the effective time of the Holding Company Reorganization (as defined in the 8-K) (the "Holding Company Reorganization Effective Time") was converted automatically into the right to receive one validly issued, fully paid and non-assessable share of the Issuer's Class A Common Stock, having the same rights and limitations as the shares so converted, and (ii) each share of Class V common stock of Bakkt issued and outstanding immediately prior to the Holding Company Reorganization Effective Time was converted automatically into the right to receive one validly issued, fully paid and non-assessable share of the Issuer's Class V Common Stock, having the same rights and limitations as the shares so converted.

Footnote F3

In accordance with the terms of the OpCo Merger Agreement (as defined in the 8-K), each outstanding common unit of OpCo ("OpCo Common Unit"), other than any OpCo Common Unit owned by Bakkt, together with one share of the Issuer's Class V Common Stock paired therewith, issued and outstanding immediately prior to the effective time of the OpCo Merger (the "OpCo Merger Effective Time") was exchanged for the right to receive one validly issued, fully paid and non-assessable share of the Issuer's Class A Common Stock, resulting in the elimination of the shares of the Issuer's Class V Common Stock and the Issuer having only a single class of common stock outstanding (the Class A Common Stock).

Footnote F4

Intercontinental Exchange Holdings, Inc. ("ICEH") is the direct holder of the securities reflected in this Form 4. ICEH is a wholly owned subsidiary of Intercontinental Exchange, Inc. ("ICE").

Footnote F5

Pursuant to the TRA Amendment and the Contribution Agreement, as amended (both defined in the 8-K), ICEH agreed that it would, immediately prior to the closing of the Reorganization, (i) contribute its rights under the TRA to the Issuer in exchange for a cash payment from the Issuer equal to the amount to which ICEH would otherwise be entitled under the TRA and (ii) ICEH would further contribute such cash to the Issuer in exchange for shares of the Issuer's Series A Non-Voting Convertible Preferred Stock (the Issuer's "Preferred Stock"). ICEH received 465,890 shares of the Issuer's Preferred Stock. These shares will be automatically converted into shares of the Issuer's Class A Common Stock upon the earlier of (i) the expiry or termination of the waiting period applicable to such conversion under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 or (ii) a direct transfer to an unaffiliated party of the holder thereof.

Footnote F6

Pursuant to the Contribution Agreement, the price at which ICEH received shares in exchange for its contribution was determined based on the "Minimum Price," as defined in NYSE Rule 312.04(h).

Footnote F7

As previously reported on the Issuer's Form 4s, as filed on March 4, 2024, and April 29, 2024, ICEH acquired Class 1 and Class 2 Warrants from Bakkt. Each of Bakkt's Class 1 and Class 2 Warrants to purchase shares of Bakkt Class A Common Stock that was outstanding and unexercised prior to the Reorganization was exchanged for an equivalent immediately exercisable warrant to purchase the Issuer's Class A Common Stock.

Footnote F8

On November 5, 2025, ICE filed a Form 4 that inadvertently did not include ICEH as an additional reporting person. The prior Form 4 also inadvertently included the transaction code "M" where "C" was appropriate. This amendment includes the correct reporting persons and transaction codes for the transactions reported therein.