D'Annunzio Marc

SEC source: 0001871559-23-000007 · primary_doc.xml · nonDerivative · entry 3

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 790,142

F4 · shares: In connection with the vesting of PSUs on April 17, 2023, the issuer withheld Class A Common Stock that would otherwise have been issued to the reporting person to satisfy such person's tax withholding obligations. The number of shares withheld was determined based on the closing price per share of Class A Common Stock on April 17, 2023.

F4 · price: In connection with the vesting of PSUs on April 17, 2023, the issuer withheld Class A Common Stock that would otherwise have been issued to the reporting person to satisfy such person's tax withholding obligations. The number of shares withheld was determined based on the closing price per share of Class A Common Stock on April 17, 2023.

F2 · balance_after: Includes 383,320 shares of Class A Common Stock subject to restricted stock units awards that remain subject to vesting. Each RSU represents a contingent right to receive one share of the issuer's Class A Common Stock.

SEC source: 0001871559-23-000007 · primary_doc.xml · nonDerivative · entry 2

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 805,193

F3 · shares: Represents the issuance of shares of Class A common stock resulting from vesting of one-third of PSUs granted on 02/01/2022 and the attainment of performance goals.

F3 · price: Represents the issuance of shares of Class A common stock resulting from vesting of one-third of PSUs granted on 02/01/2022 and the attainment of performance goals.

F2 · balance_after: Includes 383,320 shares of Class A Common Stock subject to restricted stock units awards that remain subject to vesting. Each RSU represents a contingent right to receive one share of the issuer's Class A Common Stock.

SEC source: 0001871559-23-000007 · primary_doc.xml · nonDerivative · entry 1

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 783,320

F1 · shares: Represents the issuance of shares of Class A common stock resulting from vesting of one-third of performance stock units ("PSUs") granted on 01/21/2022 and the attainment of performance goals.

F1 · price: Represents the issuance of shares of Class A common stock resulting from vesting of one-third of performance stock units ("PSUs") granted on 01/21/2022 and the attainment of performance goals.

F2 · balance_after: Includes 383,320 shares of Class A Common Stock subject to restricted stock units awards that remain subject to vesting. Each RSU represents a contingent right to receive one share of the issuer's Class A Common Stock.

SEC source: 0001871559-23-000004 · primary_doc.xml · derivative · entry 2

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,204,712

Underlying: Class A Common Stock · 100,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_price: Represents incentive units of Bakkt Management LLC, which units are, subject to certain limitations, redeemable at the request of the reporting person in exchange for the indicated number of common units of Bakkt Opco Holdings, LLC "(Bakkt Opco Units") and an equal number of shares of the issuer's Class V Common Stock.

F3 · derivative.exercise_date: Pursuant to the terms of an Amended and Restated Exchange Agreement dated as of May 3, 2022, subject to certain conditions, Bakkt Opco Units together with an equal number of shares of the issuer's Class V Common Stock, are exchangeable by the Reporting Person for shares of the issuer's Class A Common Stock on a one-for-one basis.

F3 · derivative.expiration_date: Pursuant to the terms of an Amended and Restated Exchange Agreement dated as of May 3, 2022, subject to certain conditions, Bakkt Opco Units together with an equal number of shares of the issuer's Class V Common Stock, are exchangeable by the Reporting Person for shares of the issuer's Class A Common Stock on a one-for-one basis.

F2 · balance_after: Represents incentive units of Bakkt Management LLC, which units are, subject to certain limitations, redeemable at the request of the reporting person in exchange for the indicated number of common units of Bakkt Opco Holdings, LLC "(Bakkt Opco Units") and an equal number of shares of the issuer's Class V Common Stock.

SEC source: 0001871559-23-000004 · primary_doc.xml · nonDerivative · entry 1

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 733,320

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · balance_after: Includes 383,320 shares of Class A Common Stock subject to restricted stock units ("RSUs") awards that remain subject to vesting. Each RSU represents a contingent right to receive one share of the issuer's Class A Common Stock.

SEC source: 0001871559-23-000003 · primary_doc.xml · nonDerivative · entry 2

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 633,320

F3 · shares: These securities are RSUs. Each RSU represents a contingent right to receive one share of the issuer's Class A Common Stock. The RSUs shall vest in two equal annual installments on the first two anniversaries of February 13, 2023, provided that the reporting person continues to be employed by the issuer as of each vesting date.

F3 · price: These securities are RSUs. Each RSU represents a contingent right to receive one share of the issuer's Class A Common Stock. The RSUs shall vest in two equal annual installments on the first two anniversaries of February 13, 2023, provided that the reporting person continues to be employed by the issuer as of each vesting date.

F4 · balance_after: Includes 383,320 shares of Class A Common Stock subject to RSU awards that remain subject to vesting.

SEC source: 0001871559-23-000003 · primary_doc.xml · nonDerivative · entry 1

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 583,320

F1 · shares: These securities are restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the issuer's Class A Common Stock. The RSUs shall vest in three equal annual installments on the first three anniversaries of February 13, 2023, provided that the reporting person continues to be employed by the issuer as of each vesting date.

F1 · price: These securities are restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the issuer's Class A Common Stock. The RSUs shall vest in three equal annual installments on the first three anniversaries of February 13, 2023, provided that the reporting person continues to be employed by the issuer as of each vesting date.

F2 · balance_after: Includes 333,320 shares of Class A Common Stock subject to RSU awards that remain subject to vesting.

SEC source: 0001871559-23-000001 · primary_doc.xml · nonDerivative · entry 2

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 442,328

F3 · shares: The sales were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 12/05/2022.

F4 · price: Represents a weighted-average price. These shares were sold in multiple transactions at prices ranging from $1.45 to $1.5050, inclusive. For all transactions reported in this Form 4 utilizing a weighted-average price, the reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

F2 · balance_after: Includes 442,328 shares of Class A Common Stock subject to restricted stock units that remain subject to vesting.

SEC source: 0001871559-23-000001 · primary_doc.xml · nonDerivative · entry 1

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 462,839

F1 · shares: In connection with the vesting of restricted stock units on February 1, 2023, the issuer withheld Class A Common Stock that would otherwise have been issued to the reporting person to satisfy such person's tax withholding obligations. The number of shares withheld was determined based on the closing price per share of Class A Common Stock on February 1, 2023.

F1 · price: In connection with the vesting of restricted stock units on February 1, 2023, the issuer withheld Class A Common Stock that would otherwise have been issued to the reporting person to satisfy such person's tax withholding obligations. The number of shares withheld was determined based on the closing price per share of Class A Common Stock on February 1, 2023.

F2 · balance_after: Includes 442,328 shares of Class A Common Stock subject to restricted stock units that remain subject to vesting.

SEC source: 0001873503-23-000002 · primary_doc.xml · nonDerivative · entry 2

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 471,491

F3 · shares: The sales were effectuated pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 12/05/2022.

F4 · price: Represents a weighted-average price. These shares were sold in multiple transactions at prices ranging from $1.65 to $1.76, inclusive. For all transactions reported in this Form 4 utilizing a weighted-average price, the reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

F2 · balance_after: Includes 471,491 shares of Class A Common Stock subject to restricted stock units that remain subject to vesting.

SEC source: 0001873503-23-000002 · primary_doc.xml · nonDerivative · entry 1

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 514,648

F1 · shares: In connection with the vesting of restricted stock units on January 21, 2023, the issuer withheld Class A Common Stock that would otherwise have been issued to the reporting person to satisfy such person's tax withholding obligations. The number of shares withheld was determined based on the closing price per share of Class A Common Stock on January 20, 2023.

F1 · price: In connection with the vesting of restricted stock units on January 21, 2023, the issuer withheld Class A Common Stock that would otherwise have been issued to the reporting person to satisfy such person's tax withholding obligations. The number of shares withheld was determined based on the closing price per share of Class A Common Stock on January 20, 2023.

F2 · balance_after: Includes 471,491 shares of Class A Common Stock subject to restricted stock units that remain subject to vesting.

SEC source: 0001209191-22-048517 · doc4.xml · derivative · entry 2

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,304,712

Underlying: Class A Common Stock · 250,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · security: Represents incentive units of Bakkt Management LLC, which units are, subject to certain limitations, redeemable at the request of the Reporting Person in exchange for the indicated number of common units of Bakkt Opco Holdings, LLC "(Bakkt Opco Units") and an equal number of shares of the Issuer's Class V Common Stock.

F3 · derivative.exercise_price: Pursuant to the terms of an Amended and Restated Exchange Agreement dated as of May 3, 2022, subject to certain conditions, Bakkt Opco Units together with an equal number of shares of the Issuer's Class V Common Stock, are exchangeable by the Reporting Person for shares of the Issuer's Class A Common Stock on a one-for-one basis.

F3 · derivative.exercise_date: Pursuant to the terms of an Amended and Restated Exchange Agreement dated as of May 3, 2022, subject to certain conditions, Bakkt Opco Units together with an equal number of shares of the Issuer's Class V Common Stock, are exchangeable by the Reporting Person for shares of the Issuer's Class A Common Stock on a one-for-one basis.

F3 · derivative.expiration_date: Pursuant to the terms of an Amended and Restated Exchange Agreement dated as of May 3, 2022, subject to certain conditions, Bakkt Opco Units together with an equal number of shares of the Issuer's Class V Common Stock, are exchangeable by the Reporting Person for shares of the Issuer's Class A Common Stock on a one-for-one basis.

F2 · balance_after: Represents incentive units of Bakkt Management LLC, which units are, subject to certain limitations, redeemable at the request of the Reporting Person in exchange for the indicated number of common units of Bakkt Opco Holdings, LLC "(Bakkt Opco Units") and an equal number of shares of the Issuer's Class V Common Stock.

SEC source: 0001209191-22-048517 · doc4.xml · nonDerivative · entry 1

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 537,491

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · balance_after: Includes 287,491 shares of Class A Common Stock subject to RSUs that remain subject to vesting.

SEC source: 0001209191-22-011021 · doc4.xml · nonDerivative · entry 1

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 287,491

F1 · shares: These securities are Restricted Stock Units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. Subject to the Reporting Person's continuing employment with the Issuer, the RSU will vest in three equal annual installments on the first three anniversaries of February 1, 2022, provided that the Reporting Person continues to be employed by the Issuer as of each vest date.

F2 · balance_after: Includes 287,491 shares of Class A Common Stock subject to RSUs that remain subject to vesting.

SEC source: 0001209191-22-004827 · doc4.xml · nonDerivative · entry 1

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 200,000

F1 · shares: These securities are Restricted Stock Units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. The RSUs shall vest in three equal annual installments on the first three anniversaries of January 21, 2022, provided that the Reporting Person continues to be employed by the Issuer as of each vest date.

F2 · balance_after: Includes 200,000 shares of Class A Common Stock subject to RSUs that remain subject to vesting.

SEC source: 0001209191-21-060596 · doc4.xml · derivative · entry 1

D'Annunzio Marc · CIK 0001871559 · General Counsel & Secretary

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,554,712

Underlying: Class A Common Stock · 1,554,712 shares

Expires not disclosed

F1 · security: Acquired pursuant to the terms of the Agreement and Plan of Merger dated as of January 11, 2021 (as amended, the "Merger Agreement") by and among Bakkt Holdings, Inc. (the "Issuer"), Pylon Merger Company LLC ("Merger Sub") and Bakkt Opco Holdings, LLC ("Bakkt Opco"), pursuant to which Merger Sub merged (the "Merger") with and into Bakkt Opco with Bakkt Opco continuing as the surviving entity and a subsidiary of the Issuer. Pursuant to the terms of the Merger Agreement, the owners of Bakkt Opco common units as of immediately prior to the closing of the Merger (the "Closing") received at the Closing, as consideration for the Merger, paired interests ("Paired Interests"), each consisting of one unit of Bakkt Opco (a "Bakkt Opco Unit") and one share of Class V common stock of the Issuer ("Class V Common Stock").

F2 · security: The Bakkt Opco Units represent non-voting limited liability company interests of Bakkt Opco. The shares of Class V Common Stock are non-economic, voting shares of the Issuer, which entitle the holder thereof to one vote for each share of Class V Common Stock held of record by such holder on all matters on which holders of Class V Common Stock as a separate class are entitled to vote, and together with holders of Class A common stock of the Issuer ("Class A Common Stock") as a single class on all matters submitted to a vote of the Issuer's stockholders having voting rights generally.

F3 · derivative.exercise_price: Pursuant to the terms of an exchange agreement (the "Exchange Agreement"), beginning on the six-month anniversary of the Closing, holders of Paired Interests may exchange such Paired Interests for shares of Class A Common Stock on a one-for-one basis (subject to adjustment as set forth in the Exchange Agreement) or, at the Issuer's option, for cash. These exchange rights do not expire.

F1 · kind: Acquired pursuant to the terms of the Agreement and Plan of Merger dated as of January 11, 2021 (as amended, the "Merger Agreement") by and among Bakkt Holdings, Inc. (the "Issuer"), Pylon Merger Company LLC ("Merger Sub") and Bakkt Opco Holdings, LLC ("Bakkt Opco"), pursuant to which Merger Sub merged (the "Merger") with and into Bakkt Opco with Bakkt Opco continuing as the surviving entity and a subsidiary of the Issuer. Pursuant to the terms of the Merger Agreement, the owners of Bakkt Opco common units as of immediately prior to the closing of the Merger (the "Closing") received at the Closing, as consideration for the Merger, paired interests ("Paired Interests"), each consisting of one unit of Bakkt Opco (a "Bakkt Opco Unit") and one share of Class V common stock of the Issuer ("Class V Common Stock").

F4 · shares: Represents 8,000,000 Class B Units in Bakkt Management, LLC (the "Bakkt Management Units"), which units are, subject to certain limitations, redeemable at the request of the Reporting Person in exchange for an equal number of Paired Interests held by Bakkt Management, LLC.

F5 · shares: As of the Closing, one-third of the Bakkt Management Units are vested, and one-third shall vest on the first anniversary of the Closing and the remaining third shall vest on the second anniversary of the Closing.

F1 · price: Acquired pursuant to the terms of the Agreement and Plan of Merger dated as of January 11, 2021 (as amended, the "Merger Agreement") by and among Bakkt Holdings, Inc. (the "Issuer"), Pylon Merger Company LLC ("Merger Sub") and Bakkt Opco Holdings, LLC ("Bakkt Opco"), pursuant to which Merger Sub merged (the "Merger") with and into Bakkt Opco with Bakkt Opco continuing as the surviving entity and a subsidiary of the Issuer. Pursuant to the terms of the Merger Agreement, the owners of Bakkt Opco common units as of immediately prior to the closing of the Merger (the "Closing") received at the Closing, as consideration for the Merger, paired interests ("Paired Interests"), each consisting of one unit of Bakkt Opco (a "Bakkt Opco Unit") and one share of Class V common stock of the Issuer ("Class V Common Stock").

F3 · derivative.exercise_date: Pursuant to the terms of an exchange agreement (the "Exchange Agreement"), beginning on the six-month anniversary of the Closing, holders of Paired Interests may exchange such Paired Interests for shares of Class A Common Stock on a one-for-one basis (subject to adjustment as set forth in the Exchange Agreement) or, at the Issuer's option, for cash. These exchange rights do not expire.

F3 · derivative.expiration_date: Pursuant to the terms of an exchange agreement (the "Exchange Agreement"), beginning on the six-month anniversary of the Closing, holders of Paired Interests may exchange such Paired Interests for shares of Class A Common Stock on a one-for-one basis (subject to adjustment as set forth in the Exchange Agreement) or, at the Issuer's option, for cash. These exchange rights do not expire.

F2 · derivative.underlying_shares: The Bakkt Opco Units represent non-voting limited liability company interests of Bakkt Opco. The shares of Class V Common Stock are non-economic, voting shares of the Issuer, which entitle the holder thereof to one vote for each share of Class V Common Stock held of record by such holder on all matters on which holders of Class V Common Stock as a separate class are entitled to vote, and together with holders of Class A common stock of the Issuer ("Class A Common Stock") as a single class on all matters submitted to a vote of the Issuer's stockholders having voting rights generally.

F3 · derivative.underlying_shares: Pursuant to the terms of an exchange agreement (the "Exchange Agreement"), beginning on the six-month anniversary of the Closing, holders of Paired Interests may exchange such Paired Interests for shares of Class A Common Stock on a one-for-one basis (subject to adjustment as set forth in the Exchange Agreement) or, at the Issuer's option, for cash. These exchange rights do not expire.

F4 · derivative.underlying_shares: Represents 8,000,000 Class B Units in Bakkt Management, LLC (the "Bakkt Management Units"), which units are, subject to certain limitations, redeemable at the request of the Reporting Person in exchange for an equal number of Paired Interests held by Bakkt Management, LLC.

F5 · derivative.underlying_shares: As of the Closing, one-third of the Bakkt Management Units are vested, and one-third shall vest on the first anniversary of the Closing and the remaining third shall vest on the second anniversary of the Closing.

F2 · balance_after: The Bakkt Opco Units represent non-voting limited liability company interests of Bakkt Opco. The shares of Class V Common Stock are non-economic, voting shares of the Issuer, which entitle the holder thereof to one vote for each share of Class V Common Stock held of record by such holder on all matters on which holders of Class V Common Stock as a separate class are entitled to vote, and together with holders of Class A common stock of the Issuer ("Class A Common Stock") as a single class on all matters submitted to a vote of the Issuer's stockholders having voting rights generally.

F3 · balance_after: Pursuant to the terms of an exchange agreement (the "Exchange Agreement"), beginning on the six-month anniversary of the Closing, holders of Paired Interests may exchange such Paired Interests for shares of Class A Common Stock on a one-for-one basis (subject to adjustment as set forth in the Exchange Agreement) or, at the Issuer's option, for cash. These exchange rights do not expire.

F4 · balance_after: Represents 8,000,000 Class B Units in Bakkt Management, LLC (the "Bakkt Management Units"), which units are, subject to certain limitations, redeemable at the request of the Reporting Person in exchange for an equal number of Paired Interests held by Bakkt Management, LLC.

F5 · balance_after: As of the Closing, one-third of the Bakkt Management Units are vested, and one-third shall vest on the first anniversary of the Closing and the remaining third shall vest on the second anniversary of the Closing.