FORM OF COMMON STOCK PURCHASE WARRANT (Class 1) BAKKT HOLDINGS, INC.Common Stock Purchase Warrant • March 4th, 2024 • Bakkt Holdings, Inc. • Finance services
THIS COMMON STOCK PURCHASE WARRANT (Class 1) (the “Warrant”) certifies that, for value received, [INVESTOR] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after September 4, 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on September 4, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from BAKKT HOLDINGS, INC., a Delaware corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Class A Common Stock, par value $0.0001 per share (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
FORM OF PRE-FUNDED COMMON STOCK PURCHASE WARRANT BAKKT HOLDINGS, INC.Bakkt Holdings, Inc. • March 4th, 2024 • Finance services
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [INVESTOR] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from BAKKT HOLDINGS, INC., a Delaware corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Class A Common Stock, par value $0.0001 per share (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
FORM OF SECURITIES PURCHASE AGREEMENTForm of Securities Purchase Agreement • March 4th, 2024 • Bakkt Holdings, Inc. • Finance services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 29, 2024, among Bakkt Holdings, Inc., a Delaware corporation (the “Company”), and each of the purchasers identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
FORM OF SECURITIES PURCHASE AGREEMENTForm of Securities Purchase Agreement • March 4th, 2024 • Bakkt Holdings, Inc. • Finance services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 29, 2024, between Bakkt Holdings, Inc., a Delaware corporation (the “Company”), and Intercontinental Exchange Holdings, Inc. (including its successors and assigns, the “Purchaser”).
FORM OF VOTING SUPPORT AGREEMENTForm of Voting Support Agreement • March 4th, 2024 • Bakkt Holdings, Inc. • Finance services • Delaware
This Voting Support Agreement (this “Agreement”), dated as of February 29, 2024, is entered into by and between Bakkt Holdings, Inc., a Delaware corporation (the “Company”), and Intercontinental Exchange Holdings, Inc. (the “Supporting Stockholder”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings ascribed to them in the Securities Purchase Agreements (as defined below).
