Form 4: BILL Awards 87,600 RSUs to CEO Rene Lacerte; 3-Year Vesting

Rhea-AI Filing Summary

Rene A. Lacerte, CEO and director of BILL Holdings, Inc. (BILL), was awarded 87,600 restricted stock units (RSUs) on 09/15/2025. Each RSU represents a contingent right to receive one share of common stock and the award is held directly by the reporting person. The RSUs vest in 12 equal quarterly installments over three years beginning November 28, 2025, subject to the reporting persons continued service on each vesting date. The reported grant shows 87,600 shares beneficially owned following the transaction and a reported price of $0 per RSU. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 09/17/2025.

Positive

• CEO awarded 87,600 RSUs as disclosed on 09/15/2025
• Vesting schedule clearly defined: 12 equal quarterly installments over three years beginning 11/28/2025
• Each RSU converts to one share (explicitly stated in the explanation)

Negative

• Grant will result in issuance of up to 87,600 shares upon vesting, which may dilute existing shareholders
• No performance conditions disclosed in the filing, as the RSUs are time-based only

Insights

Corporate Governance Expert

TL;DR: Board-level executive awarded time-based equity; standard vesting schedule aligns compensation with continued service.

The filing documents a time-based equity award to the CEO and director consisting of 87,600 RSUs that vest in 12 equal quarterly installments over three years starting November 28, 2025. This is a routine form of executive compensation intended to deliver shares over a multi-year period. The award is reported as directly owned and the RSUs are described as contingent rights to receive one share each. No accelerated vesting, performance conditions, or cash consideration are disclosed in the Form 4.

Compensation Analyst

TL;DR: Material grant size disclosed; vesting schedule and direct ownership are clearly stated without performance conditions.

The disclosure specifies a single grant of 87,600 RSUs to Rene A. Lacerte on 09/15/2025 with vesting in 12 equal quarterly installments over three years beginning 11/28/2025. Each RSU converts to one share upon settlement as described. The grant price is reported as $0, indicating an equity award rather than a purchase. The Form 4 does not describe any performance metrics, accelerated vesting events, or related-party transfers. For investors, the filing is a clear, standard compensation disclosure without additional contingencies disclosed.

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

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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^*

Lacerte Rene 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
X	Officer (give title below)		Other (specify below)
	CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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)	09/15/2025		A		87,600		(2)	(2)	Common Stock	87,600	$0	87,600	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 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/ Rajesh Aji, Attorney-in-Fact	09/17/2025
	** 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 Rene A. Lacerte report on Form 4 for BILL (BILL)?

He was granted 87,600 restricted stock units (RSUs) on 09/15/2025, as reported on the Form 4.

When do the RSUs awarded to the CEO vest?

The RSUs vest in 12 equal quarterly installments over three years beginning November 28, 2025.

How many shares will be issued if all RSUs vest?

87,600 shares will be issuable upon settlement since each RSU represents a right to one share.

What price was reported for the RSU grant on the Form 4?

The reported price is $0, consistent with an equity award rather than a purchase.

Was the Form 4 signed and when?

The form was signed by an attorney-in-fact on behalf of the reporting person on 09/17/2025.