Bakkt, Inc.
For the period ended Sep 30, 2026. Filed Nov 9, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 9, 2026
BKKT$4.65+8.1%Stored close · as of Nov 9, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-10.
0001628280-26-055275
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-09.
0001628280-26-072258
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 164 previous paragraphs and 168 current paragraphs.
90 unchanged; 55 reworded; 22 added; 18 removed; 1 previous and 1 current paragraphs rearranged.
Tables are not compared: 27 previous and 26 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (22)
Current report
Our trade execution and liquidity access services include cross border trading (“CBT”) execution for institutional clients. We are building a dedicated global CBT desk to serve non-U.S. institutional clients, with an initial launch targeted for the fourth quarter of 2026, subject to banking, documentation and technology readiness and applicable approvals.
Current report
We are commercializing four principal product configurations: Embedded Finance modules that place accounts, payments and international transfers within a client's own experience; co-branded credit card programs with built-in issuing and payments; a Neobank-as-a-Service offering through which businesses would be able to use our technology and regulated infrastructure on a white-label basis to offer programmable finance and account-based products to their end customers; and, a planned U.S. stablecoin card-as-a-service program, a consumer credit card program designed to settle purchases in stablecoins, with card processing and credit infrastructure and consumer credit products would be issued by partner banks. Embedded Finance modules are available and partners are integrating them; the co-branded credit card programs, Neobank-as-a-Service and the stablecoin card-as-a-service program are planned and remain in development, in each case subject to product readiness, client launch timing, bank and network requirements and applicable approvals.
Current report
Third-Quarter Highlights and Trends
Current report
•The Transchem Warrants remained unexercised as of September 30, 2026. Their fair value increased to $134.8 million as of September 30, 2026 from $107.9 million as of June 30, 2026, and the remaining subscription amount of ₹56.25 per warrant, or approximately $27.8 million in the aggregate at the September 30, 2026 exchange rate, is payable only upon exercise. The warrants may be exercised in one or more tranches through December 2027, subject to required approvals, product readiness and the availability of capital.
Current report
•We expanded our commercial organization to commercialize our existing products, broaden distribution partnerships and develop sector-specific solutions for industries with large recurring transaction flows, beginning with energy, metals and agriculture. In September 2026 we appointed a Global Head of Markets, a Senior Vice President, Institutional Partnerships and Growth, and a Vice President, U.S. Sales, and in October 2026 we appointed a Managing Director, Europe, to lead our European expansion, including the pursuit of regulatory authorizations.
Current report
•Total Transacting Volume was $147.5 million for the third quarter of 2026 and $557.5 million for the nine months ended September 30, 2026. On November 9, 2026 we announced that, beginning in December 2026, we intend to publish completed-month Total Transacting Volume and Annualized Run-Rate Volume monthly in the Bakkt Engine Report. See "Key Performance Indicators."
Current report
•Monthly Active Users, a measure of end users completing qualifying fiat transactions on Bakkt-operated payment rails, were 9,760 for September 2026, the first period for which we report this measure. See "Key Performance Indicators—Monthly Active Users."
Current report
During the third quarter of 2026 and through the date of this Report, the regulatory framework for digital assets and stablecoins continued to develop. Federal agencies advanced implementation of the Guiding and Establishing National Innovation for U.S. Stablecoins Act (the "GENIUS Act"), enacted in July 2025 and effective January 18, 2027. The U.S. Department of the Treasury proposed rules governing the issuance, offer and sale of payment stablecoins, including a prohibition, beginning July 18, 2028, on digital asset service providers offering or selling stablecoins not issued by a permitted issuer; the Federal Reserve proposed rules for issuers under its supervision; the Stablecoin Certification Review Committee issued interim procedures for certifying state regulatory regimes; and the Office of the Comptroller of the Currency issued its final rule for issuers under its jurisdiction. Several comment periods remain open, and the final requirements may differ from the proposals.
Current report
Market structure legislation did not advance: the U.S. Senate did not invoke cloture on a motion to proceed to the Digital Asset Market Clarity Act (the "CLARITY Act"), which the House of Representatives passed in July 2025, and enactment during the current Congress is uncertain. The SEC proposed Regulation Crypto Assets, which would provide registration exemptions for certain offerings of crypto asset investment contracts, a conditional safe harbor and preemption of state registration requirements, building on the joint SEC and CFTC interpretation earlier in 2026 that classifies crypto assets into five categories, including stablecoins, and the CFTC submitted proposed regulations for crypto asset transactions and markets for regulatory review.
Current report
Banks and payment networks continued to adopt stablecoins. A group of 21 banks and financial institutions, including Bank of America, Citi, Goldman Sachs and Wells Fargo, announced plans to establish a company to issue a U.S. dollar stablecoin intended to comply with the GENIUS Act and the European Union's Markets in Crypto-Assets Regulation ("MiCA"), with a market launch targeted for the first half of 2027. The OCC granted final approval for Circle to open a national trust bank, and in October 2026 Visa reported that its stablecoin settlement volume exceeded a $25 billion annualized run rate, approximately ten times the level of a year earlier.
Current report
Outside the United States, the MiCA transitional period ended on July 1, 2026, and crypto-asset service providers in the European Union now require MiCA authorization. The United Kingdom published draft regulations and perimeter guidance for a cryptoasset regime, including qualifying stablecoins, that takes effect in October 2027. In Japan, the three largest banking groups plan to jointly issue a yen stablecoin, with live transactions targeted by March 2027. In India, the framework for virtual digital assets remained under parliamentary review, and the Reserve Bank of India continued to express concerns about private stablecoins.
Current report
We believe these developments will support broader institutional adoption of stablecoins for payments and settlement and increase demand for regulated infrastructure such as ours. They may also increase competition and compliance costs, and the timing and content of final rules remain uncertain. See "Item 1A. Risk Factors" in our Form 10-K and in our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2026 and June 30, 2026.
Current report
A Monthly Active User ("MAU") is a unique end user who completes at least one qualifying transaction during the calendar month on a Bakkt-operated payment rail. Qualifying transactions are movements of fiat funds through a Bakkt-operated rail: account funding, payments, transfers, card transactions and the fiat leg of a digital asset purchase or sale. A user is counted once per client application per calendar month, regardless of how many qualifying transactions they complete. A user transacting through more than one client application is counted once for each application; our platforms do not share a common end-user identifier, so such users cannot currently be deduplicated across applications. MAUs are therefore a measure of active user-application relationships rather than of unique individuals, and are not adjusted for any overlap between applications. The measure covers our payments platform and the fiat rails of our crypto trading platform; it excludes products that are not instrumented in our reporting systems, and excludes customers of partner applications whose activity does not settle across a Bakkt payment rail. We use MAUs to monitor the reach and adoption of transacting end users across our payment rails, and we believe MAUs provide investors with useful supplemental information about customer activity on our platform. MAUs measure reach and adoption of transacting users; they do not measure revenue or profitability, and revenue associated with an individual user varies by product and client arrangement. MAUs were 9,760 for September 2026. September 2026 is the first period for which the measure is available from our reporting systems; prior periods are not presented. We intend to report MAUs quarterly with our results of operations and to disclose any material change in the definition or methodology.
Current report
Monthly Total Transacting Volume and Annualized Run-Rate Volume
Current report
Beginning in December 2026, with activity for November 2026, we intend to publish a monthly report, the Bakkt Engine Report, presenting TTV for each completed calendar month, with comparisons to prior months, together with Annualized Run-Rate Volume ("ARV"). ARV is calculated by multiplying TTV for a completed calendar month by twelve. Monthly TTV is measured in U.S. dollars on the same basis as our quarterly TTV. ARV is an arithmetic annualization of one month of transaction activity. It is an operating volume metric; it does not represent revenue, earnings, profitability, assets held by the Company or cash flow, and it is not a forecast of transaction volume for any future period, a target, or contracted or committed volume. ARV does not adjust for the number of days in a month or for seasonality. Client concentration, launch timing, market conditions and unusual transactions, may affect a particular month's TTV and the resulting ARV, which may therefore vary significantly from month to month and may not be representative of transaction activity in any future period. Management uses ARV to monitor the current scale of transaction activity and the contribution of client activations and growing client usage, and we believe monthly TTV and ARV will help investors assess the pace of commercial progress between quarterly reports as our client base and commercial organization expand. Each report will identify the reporting month and discuss material drivers of activity. We intend to report our first completed-month ARV in December 2026, based on November 2026 TTV. The Bakkt Engine Report will present transaction volume only; Strategic Asset Value and Monthly Active Users will continue to be reported quarterly with our results of operations.
Current report
During the three months ended September 30, 2026, we recognized a$26.8 million gain from the change in the fair value of the Transchem Warrants.
Current report
Nine Months Ended September 30, 2026 compared to Nine Months Ended September 30, 2025
Current report
Technology and communications expense remained flat for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. Technology and communication expenses consist of hardware and software, hosting fees and telecommunications.
Current report
Other Income, net
Current report
Net cash flows used in operating activities of $142.6 million for the nine months ended September 30, 2025 was primarily related to cash outflows resulting from change in our operating assets and liabilities of$99.3 million and a $43.4 million non-cash gain resulting from the change in fair value of derivative assets. Net cash outflows from changes in operating assets and liabilities for the nine months ended September 30, 2025 were primarily from a $77.5 million decrease in customer funds mainly related to Webull moving a substantial portion of its trading activity off the Company's platform, $7.3 million increase in accounts receivable, a $3.6 million decrease in operating lease liabilities, primarily related to the assignment of the New York office lease, the disposition of $3.5 million in net assets for Bakkt Trust, a $3.4 million decrease in accounts payable and a $2.4 million decrease in transition services agreement related party payables.
Current report
Net cash flows used in investing activities of $15.4 million for the nine months ended September 30, 2025 consisted of a $11.5 million equity method investment, $2.7 million for acquisition of intangible assets and the purchase of $5.1 million of available-for-sale securities, partially offset by $4.5 million of proceeds from the sale of Bakkt Trust.
Current report
Adjusted EBITDA loss for the three months ended September 30, 2026 decreased by $3.0 million or 20.3% as compared to the three months ended September 30, 2025 primarily due to a $3.6 million decrease in professional services and a $0.9 million decrease in selling, general administrative, technology and communication, and other operating expenses, slightly offset by a $1.6 million increase in compensation and benefits.
Removed paragraphs (18)
Previous report
We are developing three principal product configurations: a modular neobanking-as-a-service stack, white-label card and credit card programs, and agentic cross-border transfers. Through the neobanking-as-a-service offering, businesses would be able to use our technology and regulated infrastructure on a white-label basis to offer programmable finance and account-based products to their end customers, subject in each case to applicable licensing, bank partner, network and regulatory requirements. Certain infrastructure modules are available, while other products remain in development or are subject to partner, bank, network or regulatory requirements.
Previous report
Second-Quarter Highlights and Trends
Previous report
•Following receipt of required Indian regulatory approvals, Transchem allotted 47,500,000 warrants to Bakkt in June 2026. We initially paid approximately $9.4 million, representing 25% of the aggregate subscription amount, and the remaining aggregate subscription amount payable upon full exercise was approximately $28.2 million as of June 30, 2026. The warrants may be exercised in one or more tranches during an 18-month exercise period.
Previous report
During the second quarter of 2026, the regulatory treatment of digital assets continued to evolve and has drawn significant attention from legislative and regulatory bodies around the world. Recent developments relating to digital assets and cryptocurrency include the adoption of the Guiding and Establishing National innovation for U.S. Stablecoins Act (the “GENIUS Act”) and the proposal of the Digital Asset Market Clarity Act (the “CLARITY Act”).
Previous report
Legislation in the US and abroad is expected to provide increased certainty for market participants and accelerate institutional adoption. Enactment of the “GENIUS Act”, established a federal framework for “payment stablecoins,”
Previous report
treating them as payment systems, and mandating fiat-backed reserves, monthly disclosures, anti-money laundering safeguards, and similar measures. Stablecoins have grown rapidly as an alternative to bitcoin and other digital assets as a medium of exchange and store of value, and their use as an alternative to bitcoin could expand further as a result of the GENIUS Act being enacted. Additionally, the CLARITY Act, currently under consideration by the U.S. Senate, seeks to provide for a system of regulation of the offer and sale of digital assets by the SEC and CFTC and establish a provisional registration regime.
Previous report
We believe increased global regulatory clarity will result in increased conviction in stablecoins by consumers and enterprises alike, which will drive greater adoption. We believe these trends will naturally increase the value of our global licensing network and the use of our platform.
Previous report
We intend to report Monthly Active Users (“MAUs”) as an additional key performance indicator beginning in the second half of 2026. A Monthly Active User is a unique end user completing at least one qualifying activity in an applicable Bakkt Agent-powered product during the calendar month, such as payments, transfers, card transactions, account funding, digital asset transactions or the use of agentic financial services delivered through a client application. A user is counted once per client application per month, regardless of the number of activities or products used within that application. An end user who transacts through more than one client application would be counted once for each application. MAUs will include end users of client applications built on Bakkt Agent as well as users of the Company’s own Agent-powered offerings. MAUs measure reach and adoption; they do not measure revenue or profitability, and revenue associated with an individual user varies by product and client arrangement. We do not report MAUs for the current period because partner products had not yet begun generating qualifying activity as of June 30, 2026; we will present the definition and methodology in effect when reporting begins.
Previous report
Impairment of long-lived assets
Previous report
During the three months ended June 30, 2026, we recognized a $1.2 million impairment charge related to the decision to the decision to cease further development of certain internally developed software.
Previous report
Other (Expense) Income, net
Previous report
Derivative asset. During the three months ended June 30, 2025, we had other expenses of $2.0 million primarily related to the $3.4 million net loss on the sale of Bakkt Trust in May 2025 and foreign currency translation.
Previous report
Six Months Ended June 30, 2026 compared to Six Months Ended June 30, 2025
Previous report
Technology and communications expense increased by $0.2 million, or 5.6%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The increase was primarily due to a $0.4 million increase in business licenses and registration fees, partially offset by $0.2 of reductions in internet access and hosting fees.
Previous report
Gain from Change in Fair Value of Warrant Liability
Previous report
Net cash flows used in operating activities of $95.9 million for the six months ended June 30, 2025 was primarily related to cash outflows resulting from a $67.2 million decrease in customer funds payable, a $2.4 million reduction in our net operating assets and liabilities (excluding customer funds payable), and $26.4 million of net operating cash expenses.
Previous report
Net cash flows provided by investing activities of $4.4 million for the six months ended June 30, 2025 primarily consisted of proceeds from the sale of Bakkt Trust.
Previous report
Adjusted EBITDA loss for the six months ended June 30, 2026 increased by $4.0 million or 18.4% as compared to the six months ended June 30, 2025 mainly due to a decrease of $3.8 million in crypto service revenue net of crypto cost and execution, clearing and brokerage fees, a $2.1 million increase in professional services expenses, and a $0.5 million loss from an equity method investment that did not occur in the prior period, partially offset by a $2.1 million reduction in selling, general and administrative expenses and $1.3 million of net realized income from the Derivative asset.
Reworded paragraphs (55)
Previous wording
References in this section to “we,” “us,” “our,” “Bakkt” or the “Company” and like terms refer to Bakkt, Inc. and its subsidiaries for thethree and six months ending June 30, 2026, unless the context otherwise requires. Our consolidated results include the operations of Distributed Technologies Research Global Ltd ("DTR") from May 1, 2026, following completion of the acquisition on April 30, 2026. References to the acquired business are made only where necessary to describe the transaction, historical periods, or related accounting matters; since the completion of the acquisition, DTR's people, technology, products and transaction activity are part of Bakkt.
Current wording
References in this section to “we,” “us,” “our,” “Bakkt” or the “Company” and like terms refer to Bakkt, Inc. and its subsidiaries for thethree and nine months ended September 30, 2026, unless the context otherwise requires. Our consolidated results include the operations of Distributed Technologies Research Global Ltd ("DTR") from May 1, 2026, following completion of the acquisition of DTR on April 30, 2026. References to the acquired business are made only where necessary to describe the transaction, historical periods, or related accounting matters; since the completion of the DTR acquisition, DTR's people, technology, products and transaction activity are part of Bakkt.
Previous wording
Bakkt is a regulated financial technology company that builds and operates infrastructure for digital asset trading, programmable finance and cross-border payments. During 2025, we substantially completed a strategic transformation that included divesting non-core businesses, simplifying our corporate and capital structure and focusing our resources on a unified digital financial infrastructure platform. During the first half of 2026, we continued that transformation by completing our acquisition of an agentic payments and stablecoin platform, integrating that technology into our platform and advancing strategic investments in Japan and India.
Current wording
Bakkt is a regulated financial technology company that builds and operates infrastructure for digital asset trading, programmable finance and cross-border payments. During 2025, we substantially completed a strategic transformation that included divesting non-core businesses, simplifying our corporate and capital structure and focusing our resources on a unified digital financial infrastructure platform. During the first half of 2026, we continued that transformation by completing our acquisition of an agentic payments and stablecoin platform, integrating that technology into our platform and advancing strategic investments in Japan and India. During the third quarter of 2026, we expanded our commercial organization, and our focus has shifted to converting that platform, into client activity, monetization and profitable growth.
Previous wording
Our platform strategy is organized around three complementary business engines - Bakkt Markets, Bakkt Agent and Bakkt Global - supported by a common stablecoin-enabled settlement, compliance and onboarding foundation. Markets provides the regulated infrastructure; Agent packages the infrastructure into modular, embedded and conversational financial products; and Global extends our reach through selected international investments and local partnerships. We intend for the three engines to share technology, compliance processes, distribution and transaction flows, which may reduce implementation complexity for clients, improve operating leverage and create opportunities to cross-sell additional capabilities. Our ability to realize these benefits depends on successful execution, client adoption, regulatory approvals, commercial agreements and market conditions.
Current wording
Our platform strategy is organized around three complementary business engines - Bakkt Markets, Bakkt Agent and Bakkt Global - supported by a common stablecoin-enabled settlement, compliance and onboarding foundation. Markets provides the regulated infrastructure; Agent packages the infrastructure into modular, embedded and conversational financial products; and Global extends our reach through selected international investments and local partnerships. We intend for the three engines to share technology, compliance processes, market access, distribution and transaction flows, which may reduce implementation complexity for clients, improve operating leverage and create opportunities to cross-sell additional capabilities. Our ability to realize these benefits depends on successful execution, client adoption, regulatory approvals, commercial agreements and market conditions.
Previous wording
Bakkt Agent is our AI-native financial services layer. It takes the regulated capabilities delivered through Bakkt Markets' APIs and puts an intelligent agent in control of them — using AI to interpret intent, orchestrate multi-step financial actions, and execute transactions on a client's or end user's behalf across onboarding, funding, payments and settlement, together with the compliance processes that support them. Clients embed these agentic capabilities in their own products on a white-label basis, through conversational interfaces or direct integration, to deliver financial services driven by intent rather than manual coding or workflows.
Current wording
Bakkt Agent is our AI-native financial services layer. It takes the regulated capabilities delivered through Bakkt Markets' APIs and puts an intelligent agent in control of them, using AI to interpret intent, orchestrate multi-step financial actions, and execute transactions on a client's or customer's behalf across onboarding, funding, payments and settlement, together with the compliance processes that support them. Clients embed these agentic capabilities in their own products on a white-label basis, through conversational interfaces or direct integration, to deliver financial services driven by intent rather than manual coding or workflows.
Previous wording
Bakkt Global is our strategy for extending our technology, brand and infrastructure into selected international markets through strategic investments and local partnerships. We seek opportunities in jurisdictions with established or developing regulatory frameworks, liquid capital markets and demand for digital financial infrastructure. Our current strategic Global investments are in Bitcoin Japan Corporation, a Tokyo Stock Exchange-listed company (TSE: 8105), and Transchem Limited, a BSE-listed company in India (BSE: 500422). These investments are intended to complement our other business engines by extending our technology, infrastructure and commercial capabilities into selected international markets. We expect to leverage our infrastructure in these markets and, over the medium term, we expect these strategic investments to create meaningful opportunities to grow our platform. These opportunities are subject to local regulations, required approvals and commercial execution, and their timing and financial impact are uncertain.
Current wording
Bakkt Global is our strategy for extending our technology, brand and infrastructure into selected international markets through strategic investments and local partnerships. We seek opportunities in jurisdictions with established or developing regulatory frameworks, liquid capital markets and demand for digital financial infrastructure. Our current strategic Global investments are in Bitcoin Japan Corporation, a Tokyo Stock Exchange-listed company (TSE: 8105), and Transchem Limited, a BSE-listed company in India (BSE: 500422). These investments are intended to extend our market access and complement our other business engines by extending our technology, infrastructure and commercial capabilities into selected international markets. We expect to leverage our infrastructure in these markets and, over the medium term, we expect these strategic investments to create meaningful opportunities to grow our platform. These opportunities are subject to local regulations, required approvals and commercial execution, and their timing and financial impact are uncertain.In India, Transchem is pursuing broker-led distribution through acquisitions of, and partnerships with, local brokers, and we expect to market Bakkt products to the customers of that platform once they are onboarded. In Japan, our position in Bitcoin Japan Corporation provides supply and market access, which during the third quarter of 2026 extended to Japan’s private AI and robotics ecosystem.
Previous wording
The following developments were significant to our business and results during the second quarter and first half of 2026:
Current wording
The following developments were significant to our business and results during the nine months and through the date of this report:
Previous wording
•We completed the acquisition of Distributed Technologies Research Global Ltd. on April 30, 2026 in an all-stock transaction and began consolidating its results as of May 1, 2026. We integrated its payment, stablecoin, onboarding and compliance technology into Bakkt's platform and subsumed the pre-existing commercial agreement into the combined company. The acquisition affects period-to-period comparability because our results for the three and six months ended June 30, 2026 include two months of the acquired operations, while prior periods do not.
Current wording
•We completed the acquisition of DTR on April 30, 2026 in an all-stock transaction and began consolidating its results as of May 1, 2026. We integrated its payment, stablecoin, onboarding and compliance technology into Bakkt's platform and subsumed the pre-existing commercial agreement into the combined company. The acquisition affects period-to-period comparability because our results for the three and nine months ended September 30, 2026 include three and five months, respectively of the acquired operations, while prior periods do not.
Previous wording
•We continued consolidating onboarding and identity processes across our product modules and enabled additional wire and ACH funding capabilities. These capabilities are designed to support digital asset trading, stablecoin conversion, fiat transfers and cross-border settlement through a common infrastructure layer.
Current wording
•We continued consolidating onboarding and identity processes across our product modules and enabled additional wire and ACH funding capabilities. These capabilities are designed to support digital asset trading, stablecoin conversion, fiat transfers and cross-border settlement through a common infrastructure layer. We also made the Bakkt Payments Portal available to business clients, through which they can connect bank accounts and wallets, convert between cash and stablecoins and pay beneficiaries from one interface; availability and features depend on client onboarding, jurisdiction and applicable requirements.
Previous wording
•We acquired Gyzer and brought its embeddable fiat-to-crypto on- and off-ramp embedded user interfaces onto our platform, connecting it to our stablecoin and onboarding infrastructure. This allows clients to enable stablecoins purchase and sale directly into their own applications and adds a new channel for transaction volume across the platform. The acquisition also brought experienced leadership and an operating team across engineering, compliance and sales into Bakkt, including Daniel Ishag, who joined as our Chief Commercial Officer.
Current wording
•On May 7, 2026, we acquired Gyzer Inc. ("Gyzer") and brought its embeddable fiat-to-crypto on- and off-ramp user interfaces onto our platform, connecting it to our stablecoin and onboarding infrastructure. This allows clients to offer stablecoin purchases and sales directly within their own applications and adds a new channel for transaction volume across the platform. The acquisition also brought experienced leadership and an operating team across engineering, compliance and sales into Bakkt, including Daniel Ishag, who joined as our Chief Commercial Officer.
Previous wording
Following the April 2026 acquisition of DTR, we integrated DTR’s payment, stablecoin, onboarding and compliance technology into our platform. The broader integration of DTR into our business remains ongoing, including with respect to personnel, controls and commercial processes following the April 2026 acquisition of DTR. Our results are affected by the pace and cost of these ongoing integration activities, which may require additional compensation, professional services, technology and compliance expenditures. We continue to evaluate our headcount, vendor relationships, technology architecture and other operating costs to focus resources on initiatives with a clear path to commercial value. Savings may take longer to realize than expected and may be offset by growth investments.
Current wording
Following the April 2026 acquisition of DTR, we integrated DTR’s payment, stablecoin, onboarding and compliance technology into our platform. The broader integration of DTR into our business remains ongoing, including with respect to personnel, controls and commercial processes. Our results are affected by the pace and cost of these ongoing integration activities, which may require additional compensation, professional services, technology and compliance expenditures. We continue to evaluate our headcount, vendor relationships, technology architecture and other operating costs to focus resources on initiatives with a clear path to commercial value. Savings may take longer to realize than expected and may be offset by growth investments.
Previous wording
We use operating and statistical measures to evaluate our business, identify trends, formulate plans and make strategic decisions, and we believe these measures provide investors with useful supplemental information about our operating performance and trends across our business lines. These measures are operating and statistical metrics used by management to evaluate performance and are not financial measures prepared in accordance with U.S. GAAP. Beginning in the second quarter of 2026, our principal KPIs are Total Transacting Volume for Bakkt Markets and Strategic Asset Value for Bakkt Global. Following the commercial launch of Bakkt Agent products, we intend to report Monthly Active Users for Bakkt Agent. We may refine the definitions and methodologies as the underlying products and investment strategy develop. If we materially change a methodology, we expect to disclose the change, the reasons for the change and, where practicable, its effect on prior-period information.
Current wording
We use operating and statistical measures to evaluate our business, identify trends, formulate plans and make strategic decisions, and we believe these measures provide investors with useful supplemental information about our operating performance and trends across our business lines. These measures are operating and statistical metrics used by management to evaluate performance and are not financial measures prepared in accordance with U.S. GAAP. Our principal KPIs are Total Transacting Volume for Bakkt Markets, Strategic Asset Value for Bakkt Global and, beginning with this Report, Monthly Active Users, which measure transacting end users across our payment rails. Beginning in December 2026, we intend to supplement quarterly Total Transacting Volume with monthly Total Transacting Volume and Annualized Run-Rate Volume, published in a monthly Bakkt Engine Report, as described below. We may refine the definitions and methodologies as the underlying products and investment strategy develop. If we materially change a methodology, we expect to disclose the change, the reasons for the change and, where practicable, its effect on prior-period information.
Previous wording
Total Transacting Volume ("TTV") is the aggregate notional value of transactions processed through Bakkt's platforms during the period. TTV includes digital asset purchases and sales routed through client platforms; institutional and business-to-business payments, including cross-border stablecoin payments; peer-to-peer fiat transfers; consumer and business payments processed through our infrastructure; and other transaction activity routed through our platforms. The relationship between TTV and revenue differs by transaction type. For digital asset purchases and sales, where crypto services revenue is presented on a gross basis, the notional value of transactions is generally also recognized as revenue, with substantially offsetting crypto costs and execution, clearing and brokerage fees. For payments and transfer activity, TTV reflects the notional value of funds moved through our infrastructure, and the associated fees and spreads, rather than the notional value, are recognized as revenue. Accordingly, TTV is an operating metric of transactional activity; it is not a substitute for revenue determined in accordance with GAAP, and it does not represent profitability, assets held by the Company, or cash flow. We use TTV to monitor the scale, adoption and mix of transaction activity across our platform, and we believe TTV provides investors with useful supplemental information about the volume of activity we facilitate. Because TTV reflects gross notional transaction amounts rather than net revenue and includes transaction types with materially different revenue and margin profiles, period-over-period changes in TTV should not be viewed as indicative of changes in our net revenue or operating results.
Current wording
Total Transacting Volume ("TTV") is the aggregate notional value of transactions processed through Bakkt's platforms during the period. TTV includes digital asset purchases and sales routed through client platforms; stablecoin on- and off-ramp and conversion transactions processed through our payments infrastructure; institutional and business-to-business payments, including cross-border stablecoin payments; peer-to-peer fiat transfers; consumer and business payments processed through our infrastructure; and other transaction activity routed through our platforms. Each transaction is counted once, at its notional value, regardless of the number of legs required to execute or settle it; financing extended in connection with a transaction is not itself counted as a transaction. The relationship between TTV and revenue differs by transaction type. For digital asset purchases and sales, including stablecoin on- and off-ramp and conversion transactions, where crypto services revenue is presented on a gross basis, the notional value of transactions is generally also recognized as revenue, with substantially offsetting crypto costs and execution, clearing and brokerage fees; where we act as agent, only the fee or spread earned is recognized as revenue. For fiat transfers and other payments activity, TTV reflects the notional value of funds moved through our infrastructure, and the associated fees and spreads, rather than the notional value, are recognized as revenue. Accordingly, TTV is an operating metric of transactional activity; it is not a substitute for revenue determined in accordance with GAAP, and it does not represent profitability, assets held by the Company, or cash flow. We use TTV to monitor the scale, adoption and mix of transaction activity across our platform, and we believe TTV provides investors with useful supplemental information about the volume of activity we facilitate. Because TTV reflects gross notional transaction amounts rather than net revenue and includes transaction types with materially different revenue and margin profiles, period-over-period changes in TTV should not be viewed as indicative of changes in our net revenue or operating results
Previous wording
TTV was $168.8 million for the three months ended June 30, 2026, consisting of $161.9 million of digital asset trading activity and $6.8 million of payments activity, and $410.0 million for the six months ended June 30, 2026. The six-month amount includes $241.2 million of notional traded volume reported for the first quarter of 2026. Beginning May 1, 2026, TTV includes activity processed through the payment infrastructure acquired on April 30, 2026 in connection with the acquisition of DTR. Activity of the acquired business before May 1, 2026 is not included, and prior periods have not been recast.
Current wording
TTV was $147.5 million for the three months ended September 30, 2026, consisting of $141.7 million of digital asset trading activity and $5.8 million of payments and stablecoin conversion activity, and $557.5 million for the nine months ended September 30, 2026, consisting of $544.9 million of digital asset trading activity and $13.0 million of payments and stablecoin conversion activity. Activity of the acquired business before May 1, 2026 is not included, and prior periods have not been recast.
Previous wording
Digital asset trading activity remained below the levels experienced in the corresponding periods of the prior year, resulting in lower gross digital asset services revenue, substantially offset by corresponding decreases in digital asset costs and execution, clearing and brokerage fees.
Current wording
Digital asset trading activity on Bakkt Markets declined from the second quarter of 2026 and remained below the levels experienced in the corresponding periods of the prior year, resulting in lower gross crypto services revenue, substantially offset by corresponding decreases in crypto costs and execution, clearing and brokerage fees.
Previous wording
SAV was approximately $118.6 million as of June 30, 2026, consisting of the $10.6 million carrying value of our equity method investment in Bitcoin Japan Corporation and the $107.9 million fair value of our Transchem Warrant position.
Current wording
SAV was approximately $145.2 million as of September 30, 2026, consisting of the $10.4 million carrying value of our equity method investment in Bitcoin Japan Corporation and the $134.8 million fair value of our Transchem Warrant position.
Previous wording
The following table is our consolidated statements of operationsfor the three and six months ended June 30, 2026 and June 30, 2025, respectively (in thousands):
Current wording
The following table is our consolidated statements of operationsfor the three and nine months ended September 30, 2026 and September 30, 2025, respectively (in thousands):
Previous wording
•Revenue decreased$398.0 million primarily driven by a decrease in crypto trading volume compared to the prior year second quarter; and
Current wording
•Revenue decreased$253.0 million primarily driven by a decrease in crypto trading volume compared to the prior year quarter; and
Previous wording
•Operating expenses decreased$394.5 million primarily driven by lower crypto trading costs in connection with lower crypto trading volume compared to the prior year second quarter.
Current wording
•Operating expenses decreased$263.8 million primarily driven by lower crypto trading costs in connection with lower crypto trading volume compared to the prior year quarter.
Previous wording
Crypto services revenue decreased by$398.0 million, or 70.0%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease was primarily driven by decreased crypto trading volume primarily driven by the loss of Webull and Public as clients, as well as broader market volume reductions compared to the prior year second quarter.
Current wording
Crypto services revenue decreased by$253.0 million, or 62.9%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The decrease was primarily driven by decreased crypto trading volume mainly due to the loss of Public Platform LLC ("Public") as a client in 2025, as well as broader market volume reductions compared to the prior year quarter.
Previous wording
Operating expenses consist of crypto costs, execution, clearing and brokerage fees, compensation and benefits, professional services, technology and communication expenses, selling, general and administrative expenses, acquisition-related expenses, depreciation and amortization, related party expenses, goodwill and intangible assets impairments, impairment of long-lived assets, restructuring charges, and other operating expenses.
Current wording
Operating expenses consist of crypto costs, execution, clearing and brokerage fees, compensation and benefits, professional services, technology and communication expenses, selling, general and administrative expenses, acquisition-related expenses, depreciation and amortization, impairment of long-lived assets, restructuring charges, and other operating expenses.
Previous wording
Crypto costs represent the gross value of crypto sold by our customers on our platform. These costs are measured at the executed price at the time of the trade. Crypto costs decreased by$393.1 million, or(70.1%), for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This decrease was primarily driven by decreased crypto trading volume.
Current wording
Crypto costs represent the gross value of crypto sold by our customers on our platform. These costs are measured at the executed price at the time of the trade. Crypto costs decreased by$250.4 million, or 63.1%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. This decrease was primarily driven by decreased crypto trading volume.
Previous wording
Execution, clearing and brokerage fees primarily represent payments to clients in exchange for driving order flow to our platform. Execution, clearing and brokerage fees decreased by$2.8 million during the three months ended June 30, 2026. The decrease reflects decreased crypto transaction volume as described above.
Current wording
Execution, clearing and brokerage fees primarily represent payments to clients in exchange for driving order flow to our platform. Execution, clearing and brokerage fees decreased by$2.9 million during the three months ended September 30, 2026 relative to the three months ended September 30, 2025. The decrease reflects decreased crypto transaction volume as described above.
Previous wording
Compensation and benefits decreased by $3.2 million, or 31.6%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease was primarily due to decreases of $3.9 million in non- cash compensation, partially offset by a $0.5 million increase in non-development contract labor and a $0.2 million increase salaries and wages, benefits and payroll tax.
Current wording
Compensation and benefits decreased by $2.1 million, or 26.4%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The decrease was primarily due to decreases of $3.6 million in non-cash compensation, and $1.5 million in severance charges, partially offset by a $2.9 million increase in salaries and wages, benefits and payroll tax.
Previous wording
Professional services expense includes fees for accounting, legal and regulatory fees. Professional services increased by $3.2 million, or 78.6%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The increase was primarily due to an increase of $3.9 million in consulting and advisory fees and a $0.3 million increase in legal fees, mainly in relation to strategic and transformational initiatives, partially offset by a $1.0 million decrease in audit and tax fees.
Current wording
Professional services expense includes fees for accounting, legal and regulatory fees. Professional services decreased by $3.6 million, or(49.0%), for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The decrease was primarily due to a $4.6 million decrease in professional fees and legal fees.
Previous wording
Technology and communications expense increased by $0.4 million, or 26.4%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The increase was primarily due to an increase of $0.2 million in business licenses and registration fees, and an increase of $0.1 million in software as a service (SaaS) costs.
Current wording
Technology and communications expense decreased by $0.2 million, or 9.8%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The decrease was primarily due to a decrease of $0.2 million in software as a service (SaaS) costs.
Previous wording
Selling, general and administrative expenses include marketing, advertising, business insurance, rent and occupancy, bank service charges, dues and subscriptions, travel and entertainment, rent and occupancy, and other general and administrative costs. Our marketing activities primarily consist of conferences and user events, and brand-building activities. Selling, general and administrative expenses do not include any headcount cost, which is reflected in the compensation and benefits financial statement line item.
Current wording
Selling, general and administrative expenses include marketing, advertising, business insurance, rent and occupancy, bank service charges, dues and subscriptions, travel and entertainment, and other general and administrative costs. Our marketing activities primarily consist of conferences and user events, and brand-building activities. Selling, general and administrative expenses do not include any headcount cost, which is reflected in the compensation and benefits financial statement line item.
Previous wording
Selling, general and administrative costs decreased by $0.9 million, or 28.8%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease was primarily due to a $0.5 million reduction in insurance expense, a $0.3 million reduction in occupancy expense, a $0.2 million reduction in Board of Directors expenses and a $0.2 million reduction in dues and subscriptions, partially offset by a $0.3 million increase in travel and entertainment costs.
Current wording
Selling, general and administrative costs decreased by $0.7 million, or 20.3%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The decrease was primarily due to a $0.5 million reduction in occupancy cost and a $0.3 million reduction in general insurance.
Previous wording
Depreciation and amortization expense consists of amortization of intangible assets from business acquisitions and internally developed software and depreciation of purchased software and computer and office equipment over their estimated useful lives. Depreciation and amortization increased by $0.9 million, or 583.1%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The increase was primarily due to amortization of intangible assets we recognized in the second quarter of 2026 from the acquisitions of DTR and Gyzer.
Current wording
Depreciation and amortization expense consists of amortization of intangible assets from business acquisitions and internally developed software and depreciation of purchased software and computer and office equipment over their estimated useful lives. Depreciation and amortization increased by $1.7 million, or 1093.5%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The increase was primarily due to amortization of intangible assets we recognized in the acquisitions of DTR and Gyzer.
Previous wording
Gain (loss) from Change in Fair Value of Warrant Liability
Current wording
Gain (loss) from Change in Fair Value of Warrant Liabilities
Previous wording
We recorded a gain of $6.1 million during the six months ended June 30, 2026 for the change in fair value on the revaluation of our warrant liabilities associated with our public warrants and Class 1 and Class 2 warrants. We recorded a gain of$23.6 million during the six months ended June 30, 2025 for the change in fair value on the revaluation of our warrant liabilities. These are non-cash gains and are driven by fluctuations in the market price of our public warrants and valuation of our Class 1 and Class 2 warrants.
Current wording
We recorded a gain of $0.7 million during the three months ended September 30, 2026 on the revaluation of our warrant liabilities associated with our public warrants and the private Class 1 and Class 2 warrants. We recorded a loss of $(37.2) million during the three months ended September 30, 2025 on the revaluation of our warrant liabilities associated with our public warrants and the Class 1 and Class 2 warrants. These are non-cash losses and/or gains which are driven by fluctuations in the fair value of our public warrants and Class 1 and Class 2 warrants.
Previous wording
Other (expense) income, net primarily consists of non-operating gains and losses. During the three months ended June 30, 2026, we had other income of $0.3 million primarily related to $0.3 million of realized income from the
Current wording
Other income, net primarily consists of non-operating gains and losses. During the three months ended September 30, 2026, we had other income of $0.6 million primarily due to the change in fair value of the DTR top-up consideration. During the three months ended September 30, 2025, we had other income of $40.9 million primarily related to $43.4 million net earnings impact related to the fair value of a derivative instrument, partially offset by a $2.6 million loss on the extinguishment of debt.
Previous wording
The six months ended June 30, 2026 included the following notable items relative to the six months ended June 30, 2025:
Current wording
The nine months ended September 30, 2026 included the following notable items relative to the nine months ended September 30, 2025:
Previous wording
•Revenue decreased$1,220.1 million primarily driven by a significant decrease in Crypto services revenue resulting from a decrease in trading volume primarily as a result of the loss of Webull and Public as clients; and
Current wording
•Revenue decreased$1,473.1 million primarily driven by a significant decrease in Crypto services revenue resulting from a decrease in trading volume primarily as a result of the loss of Webull and Public as clients; and
Previous wording
•Operating expenses decreased $1,215.1 million primarily driven by decreased crypto trading costs in conjunction with decreased crypto service revenue.
Current wording
•Operating expenses decreased $1,479.0 million primarily driven by decreased crypto trading costs in conjunction with decreased crypto service revenue.
Previous wording
Crypto services revenue decreased by$1,220.1 million, or 74.7%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease was primarily driven by decreased crypto trading volume primarily driven the loss of Webull and Public as clients, as well as broader market volume reductions compared to the first half of 2025.
Current wording
Crypto services revenue decreased by$1,473.1 million, or 72.4%, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decrease was primarily driven by decreased crypto trading volume due to the loss of Webull and Public as clients, as well as broader market volume reductions compared to the first three quarters of 2025.
Previous wording
Crypto costs decreased by $1,207.8 million, or 74.8%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This decrease was primarily driven by decreased crypto trading volume.
Current wording
Crypto costs decreased by $1,458.2 million, or 72.5%, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. This decrease was primarily driven by decreased crypto trading volume.
Previous wording
Execution, clearing and brokerage fees decreased $8.5 million, or 72.1%, during the six months ended June 30, 2026 relative to the same period in the prior year. The decrease reflects decreased Crypto trading volume.
Current wording
Execution, clearing and brokerage fees decreased $11.4 million, or 72.1%, during the nine months ended September 30, 2026 relative to the same period in the prior year. The decrease reflects decreased Crypto trading volume.
Previous wording
Compensation and benefits decreased by $4.4 million, or 24.5%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease was primarily due to decreases of $4.2 million in non-cash compensation, partially offset by an increase of $0.5 million in recruitment expenses compared to the same period last year.
Current wording
Compensation and benefits decreased by $6.5 million, or 25.1%, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decrease was primarily due to decreases of $7.8 million in non-cash compensation and $1.7 million in severance charges, partially offset by an increase of $2.3 million in Salaries, payroll taxes and employee benefits.
Previous wording
Professional services increased by $5.7 million, or 62.4%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The increase was primarily due to a $3.7 million increase in consulting and advisory services and a $2.8 increase in legal fees, mainly in relation to strategic and transformational initiatives, partially offset by a $0.7 million reduction in audit and tax fees.
Current wording
Professional services increased by $2.1 million, or 12.9%, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The increase was primarily due to a $2.9 million increase in professional fees and a $0.3 million increase in audit and tax fees, partially offset by a $1.1 million reduction in legal fees.
Previous wording
Selling, general and administrative costs decreased by $2.1 million, or 30.7%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease was primarily due to a $1.0 million decrease in occupancy cost and $1.0 million decrease in insurance cost.
Current wording
Selling, general and administrative costs decreased by $2.7 million, or 27.3%, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decrease was primarily due to a $1.4 million decrease in occupancy cost and $1.3 million decrease in insurance cost.
Showing the first 40 of 55 pairs. Open the source sections for the rest.
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Current report — wording carried from elsewhere
Gain (Loss) from Change in Fair Value of Warrant Liabilities
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
During the six months ended June 30, 2026, we invested in a subscription allotment for Transchem Warrants that we account for at fair value. During the six months ended June 30, 2026, we recognized a gain from the change in the fair value of the Transchem Warrants relative to the day one subscription payment.