STOCK TITAN

BILL (NYSE: BILL) CEO Lacerte vests RSUs, covers tax via share withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

BILL Holdings CEO Rene A. Lacerte reported equity award activity rather than open‑market trading. On May 28, 2026, he exercised or converted equity awards into 31,286 shares of BILL common stock, reflecting vesting of Restricted Stock Units (RSUs) and Performance Stock Units (PSUs).

To cover related tax obligations from these vestings, the company withheld 15,922 shares at $34.85 per share, a non‑market disposition. After these transactions, Lacerte held 117,232 BILL shares directly, along with additional indirect holdings through multiple family trusts and the Makahakama Foundation.

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Insider Lacerte Rene A.
Role CEO
Type Security Shares Price Value
Exercise Restricted Stock Unit 5,359 $0.00 --
Exercise Restricted Stock Unit 3,658 $0.00 --
Exercise Restricted Stock Unit 8,309 $0.00 --
Exercise Performance Stock Units 6,660 $0.00 --
Exercise Restricted Stock Unit 7,300 $0.00 --
Exercise Common Stock 24,626 $0.00 --
Exercise Common Stock 6,660 $0.00 --
Tax Withholding Common Stock 15,922 $34.85 $555K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 5,359 shares (Direct, null); Performance Stock Units — 33,304 shares (Direct, null); Common Stock — 126,494 shares (Direct, null); Common Stock — 1,708,749 shares (Indirect, See footnote)
Footnotes (1)
  1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock. Includes 403 shares of the Issuer's Common Stock acquired under the Issuer's employee stock purchase plan on May 15, 2026. Each Performance Stock Unit ("PSU") represents a conditional right to receive one share of the Issuer's Common Stock. Represents shares withheld to satisfy tax withholding obligation in connection with the vesting of RSUs and PSUs. The shares are held by Chung Lacerte Trust U/A dated February 15, 2004, Rene A. Lacerte and Joyce A. Chung, Trustees. The shares are held by a family trust with Rene A. Lacerte and Joyce A. Chung, as Trustors, and Rene A. Lacerte, Joyce A. Chung, and Daniel C. Chung, as Trustees. The shares are held by a trust for which the Reporting Person and his spouse serve as trustees. The shares are held by an additional trust for which the Reporting Person and his spouse serve as trustees. The shares are held by the Makahakama Foundation. The shares are held by Makahakama Trust U/A dated February 15, 2004, Rene A. Lacerte and Joyce A. Chung, Trustees. The RSUs vest in 16 equal quarterly installments over four years, beginning November 28, 2022, subject to the continuing service of the Reporting Person on each vesting date. The RSUs vest in 16 equal quarterly installments over four years, beginning November 28, 2023, subject to the continuing service of the Reporting Person on each vesting date. The RSUs vest in 16 equal quarterly installments over four years, beginning November 28, 2024, subject to the continuing service of the Reporting Person on each vesting date. The PSUs vest over three years; 1/3rd vests on August 28, 2025, and thereafter the remaining 2/3rd will vest quarterly over two years, subject to the continuing service of the Reporting Person on each vesting date. The RSUs vest in 12 equal quarterly installments over three years, beginning November 28, 2025, subject to the continuing service of the Reporting Person on each vesting date.
Shares from award exercises 31,286 shares Common stock delivered from RSU/PSU exercises on May 28, 2026
Shares withheld for taxes 15,922 shares Withheld to satisfy tax obligations on May 28, 2026
Withholding price $34.85 per share Value used for tax‑withholding share disposition
Direct holdings after transaction 117,232 shares BILL common stock held directly by CEO after May 28, 2026
Indirect trust holding example 1,708,749 shares Indirectly held through a trust as of May 28, 2026
RSUs remaining 65,700 units Restricted Stock Units outstanding following transactions
PSUs remaining 33,304 units Performance Stock Units outstanding following transactions
Restricted Stock Unit financial
"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Performance Stock Unit financial
"Each Performance Stock Unit ("PSU") represents a conditional right to receive one share"
A performance stock unit is a type of reward companies give to employees, usually managers, that depends on how well the company performs over time. If the company hits specific goals, the employee earns shares of stock, like earning a prize for reaching certain levels in a game. It motivates employees to work hard because their rewards are tied to the company's success.
tax withholding obligation financial
"Represents shares withheld to satisfy tax withholding obligation in connection with the vesting of RSUs and PSUs."
employee stock purchase plan financial
"Includes 403 shares of the Issuer's Common Stock acquired under the Issuer's employee stock purchase plan"
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
family trust financial
"The shares are held by a family trust with Rene A. Lacerte and Joyce A. Chung, as Trustors"
Makahakama Foundation financial
"The shares are held by the Makahakama Foundation."
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SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Lacerte Rene A.

(Last)(First)(Middle)
C/O BILL HOLDINGS, INC.
6220 AMERICA CENTER DR., SUITE 100

(Street)
SAN JOSE CALIFORNIA 95002

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
BILL Holdings, Inc. [ BILL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/28/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/28/2026M24,626A(1)126,494(2)D
Common Stock05/28/2026M6,660A(3)133,154D
Common Stock05/28/2026F15,922(4)D$34.85117,232D
Common Stock1,708,749ISee footnote(5)
Common Stock135,000ISee footnote(6)
Common Stock135,000ISee footnote(6)
Common Stock184,249ISee footnote(7)
Common Stock184,249ISee footnote(8)
Common Stock205,000ISee footnote(9)
Common Stock99,593ISee footnote(10)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(1)05/28/2026M5,359 (11) (11)Common Stock5,359$05,359D
Restricted Stock Unit(1)05/28/2026M3,658 (12) (12)Common Stock3,658$018,289D
Restricted Stock Unit(1)05/28/2026M8,309 (13) (13)Common Stock8,309$074,787D
Performance Stock Units(3)05/28/2026M6,660 (14) (14)Common Stock6,660$033,304D
Restricted Stock Unit(1)05/28/2026M7,300 (15) (15)Common Stock7,300$065,700D
Explanation of Responses:
1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock.
2. Includes 403 shares of the Issuer's Common Stock acquired under the Issuer's employee stock purchase plan on May 15, 2026.
3. Each Performance Stock Unit ("PSU") represents a conditional right to receive one share of the Issuer's Common Stock.
4. Represents shares withheld to satisfy tax withholding obligation in connection with the vesting of RSUs and PSUs.
5. The shares are held by Chung Lacerte Trust U/A dated February 15, 2004, Rene A. Lacerte and Joyce A. Chung, Trustees.
6. The shares are held by a family trust with Rene A. Lacerte and Joyce A. Chung, as Trustors, and Rene A. Lacerte, Joyce A. Chung, and Daniel C. Chung, as Trustees.
7. The shares are held by a trust for which the Reporting Person and his spouse serve as trustees.
8. The shares are held by an additional trust for which the Reporting Person and his spouse serve as trustees.
9. The shares are held by the Makahakama Foundation.
10. The shares are held by Makahakama Trust U/A dated February 15, 2004, Rene A. Lacerte and Joyce A. Chung, Trustees.
11. The RSUs vest in 16 equal quarterly installments over four years, beginning November 28, 2022, subject to the continuing service of the Reporting Person on each vesting date.
12. The RSUs vest in 16 equal quarterly installments over four years, beginning November 28, 2023, subject to the continuing service of the Reporting Person on each vesting date.
13. The RSUs vest in 16 equal quarterly installments over four years, beginning November 28, 2024, subject to the continuing service of the Reporting Person on each vesting date.
14. The PSUs vest over three years; 1/3rd vests on August 28, 2025, and thereafter the remaining 2/3rd will vest quarterly over two years, subject to the continuing service of the Reporting Person on each vesting date.
15. The RSUs vest in 12 equal quarterly installments over three years, beginning November 28, 2025, subject to the continuing service of the Reporting Person on each vesting date.
/s/ Michael Dunn, Attorney-in-Fact06/01/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider activity did BILL (BILL) disclose for CEO Rene Lacerte?

CEO Rene Lacerte reported equity award vesting and exercises, not open‑market trading. He converted RSUs and PSUs into 31,286 shares of BILL common stock, with part of the shares withheld to satisfy tax obligations tied to these vesting events.

Did the BILL (BILL) CEO sell shares in the open market in this Form 4?

No open‑market sale was reported. Instead, 15,922 shares were withheld at $34.85 per share to cover tax obligations from vesting RSUs and PSUs, a standard tax‑withholding disposition rather than a discretionary market sale.

How many BILL (BILL) shares does CEO Rene Lacerte hold directly after these transactions?

Following the vesting and tax‑withholding transactions, CEO Rene Lacerte directly held 117,232 shares of BILL common stock. He also has additional indirect holdings through several family trusts and the Makahakama Foundation, as described in the Form 4 footnotes.

What RSU and PSU awards for BILL (BILL) are covered in this Form 4 filing?

The filing covers vesting of Restricted Stock Units (RSUs) and Performance Stock Units (PSUs) that convert into BILL common stock. In total, 31,286 underlying shares were delivered through these derivative exercises on May 28, 2026.

How do the BILL (BILL) RSU awards for Rene Lacerte vest over time?

Several RSU grants vest in equal quarterly installments over three to four years, starting on November 28, 2022, 2023, 2024, and 2025. Continued vesting is subject to Lacerte’s ongoing service with BILL on each vesting date.

How do the BILL (BILL) Performance Stock Units for the CEO vest?

The Performance Stock Units vest over three years: one‑third on August 28, 2025, with the remaining two‑thirds vesting quarterly over the following two years. Vesting remains contingent on continued service with the company on each vesting date.