Bakkt Holdings, Inc. (NYSE:BKKT) has announced plans for a corporate reorganization that will eliminate its existing umbrella partnership-C corporation (Up-C) structure, aiming to simplify its capital base and transition to a single class of common stock.
Under the proposed reorganization, Bakkt will become a wholly owned subsidiary of a new holding company, also to be named Bakkt Holdings, Inc. (“NewCo”). NewCo will replace Bakkt as the listed public company. Each share of Bakkt’s Class A common stock will be exchanged for one share of NewCo common stock. Additionally, ownership interests held by Bakkt’s pre-IPO investors will be collapsed, and Bakkt’s Class V common stock will be replaced with shares of NewCo common stock. This initiative is designed to result in a unified share class for all shareholders, providing identical economic and voting rights and a streamlined capital structure.
Bakkt anticipates completing the reorganization on or about November 3, 2025.
Akshay Naheta, Chief Executive Officer of Bakkt, stated, “Simplifying our capital structure marks a pivotal step in positioning Bakkt for its next phase of growth. While the Up-C framework originally preserved pre-IPO tax attributes, we believe it has, over time, constrained Bakkt’s access to a broader universe of institutional investors. Transitioning to a single-class structure enhances transparency, investability, and scalability – aligning Bakkt’s governance with the long-term interests of all shareholders.”
This reorganization is part of a broader set of recent and ongoing initiatives aimed at optimizing Bakkt’s operations and capital base. These efforts underscore Bakkt’s commitment to institutional readiness, operational efficiency, product innovation, and shareholder alignment, as the company works toward a full transformation by year-end 2025.
Founded in 2018, Bakkt provides solutions that enable institutional participation in the digital asset economy, covering areas such as Bitcoin, tokenization, stablecoin payments, and AI-driven finance. The company, headquartered in New York, NY, focuses on delivering scale, security, and regulatory compliance for global institutions.
