BILL Form 3: 7,025,748 indirect shares; forwards for 1,614,152

Rhea-AI Filing Summary

BILL Holdings (BILL) director filed a Form 3 reporting initial beneficial ownership. The filing lists 7,025,748 shares of Common Stock held indirectly by Starboard Value LP. It also discloses forward purchase contracts for 1,614,152 shares of Common Stock with an aggregate purchase price of $69,096,198, with a final valuation date of December 21, 2026. The contracts provide for physical settlement, and the Starboard account does not have voting or dispositive control over the related shares until settlement.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Feld Peter A

(Last) (First) (Middle)

201 E LAS OLAS BOULEVARD, SUITE 1000

(Street)

FORT LAUDERDALE FL 33301

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/17/2025

3. Issuer Name and Ticker or Trading Symbol
BILL Holdings, Inc. [ BILL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.00001 par value	7,025,748	I	By Starboard Value LP(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Forward Purchase Contract	(2)	12/21/2026	Common Stock, $0.00001 par value	1,614,152	(2)	I	By Starboard Value LP(1)

Explanation of Responses:

1. Starboard Value LP ("Starboard") serves as the investment manager or manager of certain managed accounts and private investment funds (collectively, the "Starboard Accounts"), which hold the securities reported herein and as such may be deemed to beneficially own such securities. The Reporting Person, as a Managing Member of Starboard, may be deemed to beneficially own the securities directly held by the Starboard Accounts for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

2. One of the Starboard Accounts has entered into forward purchase contracts with Nomura Global Financial Products Inc. as the counterparty providing for the purchase of an aggregate of 1,614,152 shares of the Issuer's Common Stock having an aggregate purchase price of $69,096,198 (the "Forward Contracts"). The Forward Contracts have a final valuation date of December 21, 2026, however, the Starboard Account has the ability to elect early settlement after serving notice to the counterparty of such intention at least two scheduled trading days in advance of the desired early final valuation date. Each of the Forward Contracts provides for physical settlement. Until the settlement date, none of the Forward Contracts give the Starboard Account voting and dispositive control over the shares to which such contracts relate.

	/s/ Lindsey Cara, Attorney-in-Fact for Peter A. Feld	10/21/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did BILL (BILL) report in this Form 3?

A director reported initial beneficial ownership of 7,025,748 shares of Common Stock held indirectly by Starboard Value LP.

Does the filing include derivatives for BILL (BILL)?

Yes. It includes forward purchase contracts referencing 1,614,152 shares with an aggregate purchase price of $69,096,198.

When do the forward contracts related to BILL (BILL) end?

They have a final valuation date of December 21, 2026, with the ability to elect early settlement on notice.

Do the forward contracts grant voting power over BILL (BILL) shares?

No. The Starboard account has no voting or dispositive control over the related shares until settlement.

How is the ownership of the 7,025,748 shares in BILL (BILL) held?

Indirectly, by Starboard Value LP, as noted in the filing’s beneficial ownership table.