false 0001820302 0001820302 2021-11-17 2021-11-17 0001820302 bkkt:Class160ACommonStockParValue0.0001PerShareMember 2021-11-17 2021-11-17 0001820302 us-gaap:WarrantMember 2021-11-17 2021-11-17

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) November 17, 2021

 

 

Bakkt Holdings, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-39544   98-1550750

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

10000 Avalon Boulevard, Suite 1000, Alpharetta, Georgia   30009
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (678) 534-5849

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading

Symbol(s)

  

Name of each exchange

on which registered

Class A Common Stock, par value $0.0001 per share   BKKT   The New York Stock Exchange
Warrants to purchase Class A Common Stock   BKKT WS   The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 8.01

Other Events.

On November 17, 2021, in accordance with the terms of the Warrant Agreement dated as of September 22, 2020, by and between Bakkt Holdings, Inc. (the “Company”) and the warrant agent named therein (the “Warrant Agreement”), the Company issued and delivered 3,967,362 shares (the “Shares”) of its Class A common stock to VPC Impact Acquisition Holdings Sponsor, LLC in satisfaction of the “cashless exercise” of all 6,147,440 of the Company’s private placement warrants. The Company received no consideration from the delivery of the Shares.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Dated: November 17, 2021

 

BAKKT HOLDINGS, INC.
By:  

/s/ Gavin Michael

  Name:   Gavin Michael
  Title:   Chief Executive Officer