BILL Holdings (NYSE: BILL) SVP reports RSU vesting and tax-share sale

Rhea-AI Filing Summary

BILL Holdings, Inc. reported insider equity transactions by its Senior Vice President of Finance & Accounting. On 11/28/2025, the executive acquired 3,726 shares of common stock through the vesting and settlement of previously granted restricted stock units (RSUs). On the same date, 1,895 shares of common stock were disposed of at $50.15 per share to cover tax withholding obligations tied to the RSU vesting.

The filing also details multiple RSU awards that convert into shares of common stock at a $0 exercise price as they vest over time. These RSUs vest in quarterly installments over periods ranging from one to four years, with specific schedules beginning on dates such as February 28, 2023, November 28, 2022, November 28, 2023, November 28, 2024, and November 28, 2025, contingent on the executive’s continued service.

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^*

Cota Germaine

(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)
	SVP, FINANCE & ACCOUNTING

3. Date of Earliest Transaction (Month/Day/Year)
11/28/2025

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
Common Stock	11/28/2025		M		3,726	A	(1)	13,811	D
Common Stock	11/28/2025		F		1,895(2)	D	$50.15	11,916	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 Unit	(1)	11/28/2025		M			1,208	(3)	(3)	Common Stock	1,208	$0	1,208	D
Restricted Stock Unit	(1)	11/28/2025		M			454	(4)	(4)	Common Stock	454	$0	1,362	D
Restricted Stock Unit	(1)	11/28/2025		M			261	(5)	(5)	Common Stock	261	$0	1,829	D
Restricted Stock Unit	(1)	11/28/2025		M			1,073	(6)	(6)	Common Stock	1,073	$0	11,819	D
Restricted Stock Unit	(1)	11/28/2025		M			730	(7)	(7)	Common Stock	730	$0	2,190	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. Represents shares withheld to satisfy the tax withholding obligation in connection with the vesting of RSUs.

3. The RSUs vest as to 1/4th of the total shares on February 28, 2023, 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.

4. The RSUs will vest quarterly over four years with the first vesting date being November 28, 2022, subject to the continuing service of the Reporting Person on each vesting date.

5. 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.

6. 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.

7. 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.

	/s/ Michael Dunn, Attorney-in-Fact	12/02/2025
	** 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).
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FAQ

What insider transaction is reported for BILL (BILL) on November 28, 2025?

The Senior Vice President of Finance & Accounting of BILL Holdings, Inc. reported acquiring 3,726 shares of common stock and disposing of 1,895 shares on 11/28/2025. The disposal was to satisfy tax withholding obligations related to restricted stock units vesting.

Why were 1,895 BILL Holdings, Inc. shares sold at $50.15?

The filing states that 1,895 shares of BILL Holdings, Inc. common stock were withheld or sold at $50.15 per share to meet the tax withholding obligation arising from the vesting of restricted stock units.

What is the role of the reporting person in BILL Holdings, Inc.?

The reporting person is an officer of BILL Holdings, Inc. serving as SVP, Finance & Accounting, and filed the Form 4 as a single reporting person.

How do the BILL Holdings, Inc. RSUs reported on this Form 4 vest?

The restricted stock units (RSUs) reported for BILL Holdings, Inc. vest over time in quarterly installments, with schedules including 1/4 vesting on February 28, 2023 followed by 1/16 quarterly, and other grants vesting in equal quarterly installments over one to four years, subject to continued service.

What does each RSU reported by BILL Holdings, Inc. represent?

Each restricted stock unit (RSU) reported for BILL Holdings, Inc. represents a contingent right to receive one share of the company’s common stock upon vesting, according to the explanation in the filing.

Are the BILL Holdings, Inc. RSUs reported on this Form 4 cash-settled or share-settled?

The filing explains that each RSU represents a right to receive one share of common stock, indicating the awards are share-settled as they vest, with shares sometimes withheld to cover tax obligations.