BKKT-WT · Bakkt Holdings, Inc.

Bakkt Holdings, Inc. completed its acquisition of Distributed Technologies Research Global Ltd. (DTR) on April 30, 2026, through its indirect wholly-owned subsidiary Bividen Limited. The transaction was structured as a share-for-share exchange, with Bakkt issuing 11,316,775 shares of Class A Common Stock to DTR's beneficial holders. The number of shares was determined as 31.5% of the fully diluted shares outstanding prior to closing, reduced by an Adjustment Amount of 196,532 shares to account for certain shareholder loans extended by CEO Akshay Naheta and transaction expenses exceeding the $1.5 million reimbursement cap. The Adjustment Amount was calculated using a volume-weighted average price of $8.65 per share over the 20 trading days ending the day before closing. Additionally, Bakkt may issue up to 725,592 additional shares if outstanding warrants are exercised for cash. Immediately after closing, CEO Akshay Naheta beneficially owns 11,127,563 shares, representing approximately 22.3% of the company's securities. The acquisition combines Bakkt's regulated institutional infrastructure with DTR's agentic payments and stablecoin technology, targeting the $44 trillion cross-border payments market. The press release issued on April 30, 2026, highlights the creation of a 24/7 digital settlement layer to bypass traditional correspondent banking friction. The transaction was previously disclosed in a Form 8-K filed on January 12, 2026, and the Purchase Agreement was filed as Exhibit 10.1 to that report.