BILL officer vests RSUs; shares withheld for tax

BILL Holdings, Inc. officer Mary Kay Bowman reported equity award vesting and related tax withholding.

(Neutral)

(Neutral)How Sentiment works

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

How Sentiment works How the balance works

Form Type

Rhea-AI Filing Summary

BILL Holdings, Inc. officer Mary Kay Bowman reported equity award vesting and related tax withholding. On May 28, 2026, she exercised or converted equity awards into a total of 18,934 shares of common stock through multiple transactions coded “M,” reflecting RSU and PSU vesting.

As part of these vestings, 6,976 shares of common stock were disposed of at $34.85 per share in a transaction coded “F” to satisfy tax withholding obligations, not as an open‑market sale. Footnotes explain that each RSU and PSU converts into one share of common stock and outline multi‑year vesting schedules tied to her continued service.

Insider Trade Summary

18,934 shares exercised/converted

Exercise 6 txns

Insider Bowman Mary Kay

Role See Remarks

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	7,451	$0.00	$0.00
Exercise	Performance Stock Units	4,147	$0.00	$0.00
Exercise	Restricted Stock Units	7,336	$0.00	$0.00
Exercise	Common Stock	14,787	$0.00	$0.00
Exercise	Common Stock	4,147	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	6,976	$34.85	$243K

Holdings After Transaction: Restricted Stock Unit — 67,057 contracts (Direct); Performance Stock Units — 20,737 contracts (Direct); Restricted Stock Units — 7,337 contracts (Direct); Common Stock — 67,758 shares (Direct)

Footnotes (6)

F1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock.
F2. Each Performance Stock Unit ("PSU") represents a conditional right to receive one share of the Issuer's Common Stock.
F3. Represents shares withheld to satisfy the tax withholding obligation in connection with the vesting of RSUs and PSUs.
F4. The RSUs vest as to 1/4th of the total shares on August 28, 2025, 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.
F5. 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.
F6. The RSUs vest in 4 equal quarterly installments over one year, beginning November 28, 2025, subject to the continuing service of the Reporting Person on each vesting date.

Key Figures

Shares withheld for tax: 6,976 shares Tax withholding price: $34.85 per share Shares from award exercises: 18,934 shares +5 more

8 metrics

Shares withheld for tax 6,976 shares Tax withholding disposition at $34.85 per share on May 28, 2026

Tax withholding price $34.85 per share Price used for 6,976 withheld shares

Shares from award exercises 18,934 shares Total shares from derivative exercises/conversions coded “M”

RSUs converted 7,336 units Restricted Stock Units exercised into common stock on May 28, 2026

PSUs converted 4,147 units Performance Stock Units exercised into common stock on May 28, 2026

Additional RSUs converted 7,451 units Restricted Stock Unit award exercised into common stock

Tax-withholding transactions 1 transaction Code “F” disposition to satisfy tax obligations

Derivative exercises 3 transactions Exercise or conversion of derivative securities coded “M”

Key Terms

Restricted Stock Unit ("RSU"), Performance Stock Unit ("PSU"), tax withholding obligation, vest, +1 more

5 terms

Restricted Stock Unit ("RSU") financial

"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share"

Performance Stock Unit ("PSU") financial

"Each Performance Stock Unit ("PSU") represents a conditional right to receive one share"

tax withholding obligation financial

"Represents shares withheld to satisfy the tax withholding obligation in connection with the vesting"

vest financial

"The RSUs vest as to 1/4th of the total shares on August 28, 2025"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

contingent right financial

"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Mary Kay Bowman report in this BILL (BILL) Form 4 filing?

Mary Kay Bowman reported equity award vesting and related tax withholding. She exercised or converted restricted and performance stock units into common shares and had a portion of those shares withheld to cover tax obligations associated with the vesting events.

How many BILL common shares were withheld for Mary Kay Bowman’s taxes?

The filing shows 6,976 BILL common shares were disposed of to satisfy tax withholding obligations. These shares were withheld at $34.85 per share in a transaction coded “F,” which indicates payment of tax liability rather than an open‑market stock sale.

How many shares did Mary Kay Bowman acquire through option or unit exercises at BILL?

Mary Kay Bowman exercised or converted derivative awards totaling 18,934 shares of BILL common stock. These transactions, coded “M,” reflect the vesting and settlement of restricted stock units and performance stock units into shares rather than open‑market purchases.

Were Mary Kay Bowman’s BILL transactions open‑market stock sales?

The reported transactions were not open‑market sales. The Form 4 shows “M” code exercises of equity awards and an “F” code disposition, which represents shares withheld to pay tax obligations upon vesting, rather than discretionary selling in the open market.

What are RSUs and PSUs in the context of BILL’s Form 4 filing?

In this filing, each restricted stock unit (RSU) and performance stock unit (PSU) represents a right to receive one BILL common share. They convert into shares as they vest over time, subject to Mary Kay Bowman’s continued service with the company on each vesting date.

What vesting schedules apply to Mary Kay Bowman’s BILL RSUs and PSUs?

One RSU grant vests 25% on August 28, 2025, then quarterly over three years. The PSUs vest one‑third on August 28, 2025, with the remaining two‑thirds vesting quarterly over two years. Another RSU grant vests in four equal quarterly installments starting November 28, 2025.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Accepted by SEC EDGAR 06/01/2026 - 04:05 PM EDT

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

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^*

Bowman Mary Kay

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/28/2026

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

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/28/2026		M		14,787	A	⁽¹⁾	70,587	D
Common Stock	05/28/2026		M		4,147	A	⁽²⁾	74,734	D
Common Stock	05/28/2026		F		6,976⁽³⁾	D	$34.85	67,758	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽¹⁾	05/28/2026		M			7,451	⁽⁴⁾	⁽⁴⁾	Common Stock	7,451	$0	67,057	D
Performance Stock Units	⁽²⁾	05/28/2026		M			4,147	⁽⁵⁾	⁽⁵⁾	Common Stock	4,147	$0	20,737	D
Restricted Stock Units	⁽¹⁾	05/28/2026		M			7,336	⁽⁶⁾	⁽⁶⁾	Common Stock	7,336	$0	7,337	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. Each Performance Stock Unit ("PSU") represents a conditional right to receive one share of the Issuer's Common Stock.

3. Represents shares withheld to satisfy the tax withholding obligation in connection with the vesting of RSUs and PSUs.

4. The RSUs vest as to 1/4th of the total shares on August 28, 2025, 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.

5. 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.

6. The RSUs vest in 4 equal quarterly installments over one year, beginning November 28, 2025, subject to the continuing service of the Reporting Person on each vesting date.

Remarks:

EVP, Payments and Financial Services

	/s/ Michael Dunn, Attorney-in-Fact	06/01/2026
	** 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.
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)

Source: View Original Filing on SEC EDGAR