8-K current report · filed Mar 2, 2026

Bakkt, Inc. (BKKT) 8-K Current Report: March 2, 2026

Item 1.01Item 7.01Item 8.01BKKT overview

Short answer

Bakkt, Inc. (BKKT) filed an 8-K current report with the SEC on March 2, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 7.01 (Regulation FD Disclosure), Item 8.01 (Other Events). Registered direct offering priced at $8.75/share; gross proceeds ~$48.125M before placement fees and expenses.

Bakkt, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • Registered direct offering priced at $8.75/share; gross proceeds ~$48.125M before placement fees and expenses
  • Total 5.5M shares/warrants issued: 3.02M shares + 2.48M pre-funded warrants to a single undisclosed investor
  • Proceeds earmarked for working capital, general corporate purposes, and "strategic initiatives": no specific deployment disclosed
  • 45-day lock-up on Company, officers, and directors from Feb 27, 2026; dilution risk capped by 9.9% beneficial ownership limit on warrant exercises

Item 7.01 · Regulation FD Disclosure

  • Bakkt priced a securities offering as of Feb 27, 2026: specific deal size and terms disclosed in Exhibit 99.1
  • Offering pricing is a material liquidity/capital event; signals active fundraising amid ongoing business pressures for BKKT
  • Investors should review Exhibit 99.1 for share count, price per share, and gross proceeds to assess dilution impact

Item 8.01 · Other Events

  • Cohen & Company Capital Markets named sole placement agent for Bakkt's current equity offering on "reasonable best efforts" basis
  • Placement agent fee set at 3% of gross proceeds, plus expense reimbursement (Pre-Funded Warrant exercise proceeds excluded from fee calculation)
  • "Reasonable best efforts" structure means no firm commitment: Cohen not obligated to purchase unsold shares, raising execution risk

Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean

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