Director at BILL (NYSE: BILL) receives 1,531 shares from RSU vesting

Rhea-AI Filing Summary

BILL Holdings director Daniel A. Wernikoff reported the vesting and conversion of restricted stock units into common stock. On January 15, 2026, 1,531 Restricted Stock Units (RSUs), each representing a contingent right to one share of common stock, were converted into 1,531 shares of BILL Holdings common stock at a price of $0 per share.

After this transaction, Wernikoff directly holds 1,531 shares of common stock and 3,062 RSUs. The RSUs are scheduled to vest in three equal annual installments on January 15, 2026, January 15, 2027, and January 15, 2028, subject to his continued service as a director on each vesting date.

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^*

Wernikoff Daniel A

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

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
Common Stock	01/15/2026		M		1,531	A	(1)	1,531	D

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)	01/15/2026		M			1,531	(2)	(2)	Common Stock	1,531	$0	3,062	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 1/3 of the total shares annually on each of January 15, 2026, January 15, 2027 and January 15, 2028, subject to the continuing service of the Reporting Person on each vesting date.

	/s/ Michael Dunn, Attorney-in-Fact	01/20/2026
	** 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.
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FAQ

Who is the insider in this BILL (BILL) Form 4 filing?

The insider is Daniel A. Wernikoff, who is reported as a director of BILL Holdings, Inc. and not a 10% owner or officer.

What did Daniel A. Wernikoff report in this BILL Form 4?

He reported the conversion of 1,531 Restricted Stock Units into 1,531 shares of BILL Holdings common stock on January 15, 2026 at a price of $0 per share, coded as transaction code M.

How many BILL common shares does Daniel A. Wernikoff own after the transaction?

Following the reported transaction, Daniel A. Wernikoff directly owns 1,531 shares of BILL Holdings common stock.

How many Restricted Stock Units does Wernikoff hold after this BILL Form 4 transaction?

After the transaction, he beneficially owns 3,062 Restricted Stock Units (RSUs), as shown in the derivative securities table.

What is the vesting schedule for Daniel Wernikoff’s BILL RSUs?

The RSUs vest as to one-third of the total shares annually on January 15, 2026, January 15, 2027, and January 15, 2028, subject to his continued service on each vesting date.

What does transaction code M mean in this BILL Form 4?

Transaction code M indicates the exercise or conversion of a derivative security. Here it reflects the conversion of RSUs into common stock of BILL Holdings.

Is Daniel Wernikoff’s ownership in BILL recorded as direct or indirect?

Both the 1,531 common shares and the 3,062 RSUs are reported as held with direct (D) ownership, with no separate entity listed in the nature of ownership.