| Net Loss per Share |
Net Loss per Share Basic earnings per share is based on the weighted average number of shares of Class A common stock issued and outstanding. Diluted earnings per share is based on the weighted average number shares of Class A common stock issued and outstanding and the effect of all dilutive common stock equivalents and potentially dilutive share-based awards outstanding. There is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the Company’s net loss position. Shares of the Company’s Class V common stock do not participate in the earnings or losses of the Company and, therefore, are not participating securities. As such, separate presentation of basic and diluted loss per share of Class V common stock under the two-class method has not been presented. The following is a reconciliation of the denominators of the basic and diluted per share computations for net loss (in thousands, except share and per share data): | | | | | | | | | | | | | | | | | | | Year Ended December 31, 2025 | | Year Ended December 31, 2024 | | Year Ended December 31, 2023 | | Net loss per share: | | | | | | | Numerator – basic and diluted: | | | | | | | Net loss from continuing operations | $ | (97,658) | | | $ | (94,411) | | | $ | (153,653) | | | Less: Net loss from continuing operations attributable to noncontrolling interest | (18,479) | | | (51,828) | | | (102,719) | | | Net loss from continuing operations attributable to Bakkt, Inc. | $ | (79,179) | | | $ | (42,583) | | | $ | (50,934) | | | | | | | | | Net loss from discontinued operations, net of tax | $ | (34,574) | | | $ | (9,036) | | | $ | (72,159) | | Less: Net loss from discontinued operations attributable to noncontrolling interest | (6,542) | | | (4,960) | | | (48,239) | | Net loss from discontinued operations attributable to Bakkt Inc. | $ | (28,032) | | | $ | (4,076) | | | $ | (23,920) | | | | | | | | | Net loss attributable to Bakkt, Inc. | $ | (107,211) | | | $ | (46,659) | | | $ | (74,854) | |
| | | | | | | Denominator – basic and diluted: | | | | | | | Weighted average shares outstanding – basic | 12,090,013 | | | 5,855,083 | | | 3,563,333 | | | Weighted average shares outstanding – diluted | 12,090,013 | | | 5,855,083 | | | 3,563,333 | | | | | | | | | Basic loss per share attributable to Bakkt, Inc. | | | | | | | Continuing operations | $ | (6.55) | | | $ | (7.27) | | | $ | (14.29) | | | Discontinued operations | $ | (2.32) | | | $ | (0.70) | | | $ | (6.72) | | | Total basic net loss per share attributable to Bakkt, Inc. | $ | (8.87) | | | $ | (7.97) | | | $ | (21.01) | | | | | | | | | Diluted loss per share attributable to Bakkt, Inc. | | | | | | | Continuing operations | $ | (6.55) | | | $ | (7.27) | | | $ | (14.29) | | | Discontinued operations | $ | (2.32) | | | $ | (0.70) | | | $ | (6.72) | | | Total basic net loss per share attributable to Bakkt, Inc. | $ | (8.87) | | | $ | (7.97) | | | $ | (21.01) | | | | | | | | | | | | | |
Potential common shares issuable to employees or directors upon exercise or conversion of shares under the Company’s share-based and unit-based compensation plans and upon exercise of warrants are excluded from the computation of diluted earnings per common share when the effect would be anti-dilutive. The following table summarizes the total potential common shares excluded from diluted loss per common share as their effect would be anti-dilutive (in thousands): | | | | | | | | | | | | | | | | | | | Year Ended December 31, 2025 | | Year Ended December 31, 2024 | | Year Ended December 31, 2023 | | RSUs and PSUs (treasury stock) | 1,536 | | 1,421 | | 521 | | Public warrants (treasury stock) | 286 | | | 286 | | 286 | | Opco warrants (if-converted) | — | | | 0 | | 32 | | Class 1 and Class 2 warrants | 2,018 | | | 2,018 | | | — | | | | | | | | | Opco common units (if-converted) | — | | | 7,178 | | 7,200 | | Stock Options (treasury stock) | 1,955 | | | — | | | — | | | Total | 5,795 | | 10,903 | | 8,039 |
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