BILL (BILL) Form 4: CFO Receives 201,258 RSUs, Vesting Over Four Years

Rhea-AI Filing Summary

Rohini Jain, Chief Financial Officer of BILL Holdings, Inc. (BILL), was granted 201,258 Restricted Stock Units (RSUs) on 08/15/2025. Each RSU converts into one share of common stock and the grant shows a price of $0, indicating a compensation award rather than a purchase. Following the grant Jain beneficially owns 201,258 shares on a direct basis. The RSUs vest 25% on August 28, 2026, then 1/16th of the total award vests quarterly over the subsequent three years, contingent on continued service. The Form 4 was signed by an attorney-in-fact on 08/19/2025.

Positive

• Equity-based compensation awarded to the CFO aligns management incentives with shareholder value through multi-year vesting
• Full disclosure of grant amount, vesting schedule, and direct beneficial ownership complies with Section 16 reporting requirements

Negative

• Potential dilution when 201,258 RSUs convert to shares upon vesting; impact on outstanding shares is not disclosed

Insights

Compensation Analyst

TL;DR: A standard executive RSU grant aligns CFO incentives with shareholders; vesting schedule encourages multi-year retention.

The 201,258 RSU award is presented as a compensation grant with a $0 price, which is typical for equity-based pay. The vesting schedule—25% after about one year then quarterly over three years—creates long-term retention incentives and ties value realization to continued service. The grant increases potential dilution when shares vest and are settled, but the filing does not disclose grant fair value, percent of outstanding shares, or performance conditions. Without those details, materiality to shareholders cannot be fully assessed.

Corporate Governance Expert

TL;DR: Routine insider grant reported properly; documentation shows required Section 16 disclosure compliance.

The Form 4 discloses the grant date, amount, vesting terms, and that the reporting person is the CFO, fulfilling basic regulatory transparency. The signature by an attorney-in-fact indicates proper execution of the filing. The form does not include information on board approval, grant rationale, or whether the award is part of a preexisting plan, so governance context is limited. On balance this appears to be a routine, non-transactional compensation disclosure rather than a material corporate event.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Jain Rohini

(Last) (First) (Middle)

C/O BILL HOLDINGS, INC.

6220 AMERICA CENTER DR., SUITE 100

(Street)

SAN JOSE CA 95002

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	08/15/2025		A		201,258		(2)	(2)	Common Stock	201,258	$0	201,258	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock.

2. The RSUs vest as to 1/4th of the total shares on August 28, 2026, and thereafter 1/16th of the total shares vest quarterly over three years, subject to the continued service of the Reporting Person on each vesting date.

	s/ Rajesh Aji, Attorney-in-Fact	08/19/2025
	** 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 4 (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 Holdings insider Rohini Jain acquire on 08/15/2025?

The filing shows Rohini Jain was granted 201,258 Restricted Stock Units (RSUs), each convertible into one share of common stock.

What is the vesting schedule for the RSUs reported by Rohini Jain (BILL)?

The RSUs vest 25% on August 28, 2026 and thereafter 1/16th of the total award vests quarterly over three years, subject to continued service.

What price was reported for the RSU grant in the Form 4 for BILL?

The transaction lists a $0 price, indicating the award was granted as compensation rather than purchased.

How many shares does Rohini Jain beneficially own after the reported transaction?

The Form 4 reports 201,258 shares beneficially owned following the reported transaction on a direct basis.

Does the filing state the grant's percentage of outstanding shares or its monetary value?

No. The Form 4 does not disclose the grant's percentage of outstanding shares or the fair monetary value of the RSUs.