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CORRESP Filing

Bakkt, Inc.
Date: July 21, 2025 · CIK: 0001820302 · Accession: 0001193125-25-161748

Offering / Registration Process

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File numbers found in text: 333-288362

Date
July 21, 2025
Author
/s/ Akshay Naheta
Form
CORRESP
Company
Bakkt, Inc.

Letter

Re: Bakkt Holdings, Inc. Registration Statement on Form S-3 (File No. 333-288362) Acceleration Request Requested Date: Wednesday, July 23, 2025 Requested Time: 4:30 P.M. Eastern Time Ladies and Gentleman: Pursuant to Rule 461 under the Securities Act of 1933, as amended, Bakkt Holdings, Inc. (the “Company”) hereby requests that the above-referenced Registration Statement (the “Registration Statement”) be declared effective at the “Requested Date” and “Requested Time” set forth above or as soon as practicable thereafter, or at such other time as the Company or its outside counsel, Sullivan & Cromwell LLP, requests by telephone that such Registration Statement be declared effective. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Sullivan & Cromwell LLP, by calling Mario Schollmeyer at (212) 558-3287.

July 21, 2025 Via EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Crypto Assets 100 F Street, N.E. Washington, D.C. 20549 Attention: Sonia Benarowski Lulu Cheng

Sincerely,
BAKKT HOLDINGS, INC.

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CORRESP
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 filename1.htm

 CORRESP

 July 21, 2025
 Via EDGAR Securities and Exchange Commission
 Division of Corporation Finance Office of Crypto Assets
 100 F Street, N.E. Washington, D.C. 20549
 Attention: Sonia Benarowski Lulu Cheng

 Re:
 Bakkt Holdings, Inc.
 Registration Statement on Form S-3 (File
 No. 333-288362) Acceleration Request
 Requested Date:  Wednesday, July 23, 2025
 Requested Time:  4:30 P.M. Eastern Time
 Ladies and Gentleman: Pursuant to Rule 461
under the Securities Act of 1933, as amended, Bakkt Holdings, Inc. (the “Company”) hereby requests that the above-referenced Registration Statement (the “Registration Statement”) be declared effective at the “Requested
Date” and “Requested Time” set forth above or as soon as practicable thereafter, or at such other time as the Company or its outside counsel, Sullivan & Cromwell LLP, requests by telephone that such Registration Statement be
declared effective. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Sullivan & Cromwell LLP, by calling Mario Schollmeyer
 at (212) 558-3287.

 Sincerely,

 BAKKT HOLDINGS, INC.

 /s/ Akshay Naheta

 Name: Akshay Naheta Title: Co-Chief Executive Officer

 cc:

 Marc D’Annunzio, Bakkt Holdings, Inc. Paul
Simmons, Bakkt Holdings, Inc. Jared Fishman, Sullivan & Cromwell LLP
 Matt Goodman, Sullivan & Cromwell LLP Mario Schollmeyer,
Sullivan & Cromwell LLP