Material Event (Form 8-K)

On September 15, 2025 (the "Redemption Date"), Bakkt Holdings, Inc. (the "Company") redeemed in full the Outstanding Principal Amount (as defined below) of the Company's 0.00% convertible debenture due June 18, 2026 (the "Convertible Debenture") for $7,875,000, which consisted of the Outstanding Principal Amount and a 5% payment premium, in accordance with the terms of the Convertible Debenture.

As previously reported, the Company entered into a Securities Purchase Agreement with YA II PN, LTD., a Cayman Islands exempt limited company (the "Investor"), on June 17, 2025, pursuant to which the Investor purchased the Convertible Debenture with a principal balance of $25 million from the Company in a private placement. As of the Redemption Date, the Investor had converted $17,500,000 of the Convertible Debenture into the Company's Class A common stock, par value $0.0001 per share, leaving $7,500,000 (the "Outstanding Principal Amount") outstanding, which Outstanding Principal Amount the Company redeemed in full.