BILL (BILL) Insider Filing: Rettig Vesting Events and Tax-Withholding Sale
Rhea-AI Filing Summary
John R. Rettig, Chief Operating Officer of BILL Holdings, Inc. (BILL), reported multiple equity prize and withholding transactions on 08/28/2025. The filing shows acquisitions of restricted stock units (RSUs) and performance stock units (PSUs) converted into common stock through vesting events and tax withholding. Notable reported items: an F-coded disposition of 21,362 shares at $49.20 per share to satisfy withholding; M-coded acquisitions of 17,327 and 24,732 shares; and multiple RSU/PSU vesting entries representing thousands of underlying shares. The Rettig Living Trust holds 80,474 shares indirectly, and several award schedules include multi-year vesting schedules.
Positive
- Vesting of long-term incentive awards (RSUs and PSUs) demonstrates continued executive retention via multi-year schedules
- Detailed vesting schedules disclosed, increasing transparency about timing of share delivery and potential dilution
Negative
- Disposition of 21,362 shares at $49.20 to satisfy tax withholding reduces the reporting person's direct share count
- Significant indirect holdings in a trust (80,474 shares) may complicate immediate insider liquidity disclosures
Insights
TL;DR: Routine executive vesting and tax-withholding sell; no new outside-market purchases or extraordinary dispositions reported.
The Form 4 documents standard compensation-related equity activity for the COO, consisting primarily of RSU and PSU vesting events reported as M transactions and a single F-coded disposition of 21,362 shares at $49.20 to satisfy tax withholding. The reported indirect holding of 80,474 shares in the Rettig Living Trust is disclosed separately. These actions reflect compensation administration rather than open-market trading and do not by themselves signal a material change in ownership or control.
TL;DR: Disclosure aligns with typical Section 16 reporting for executive compensation vesting and related tax withholding.
The filing includes clear explanations of vesting schedules for multiple RSU tranches and PSUs, including phased quarterly vesting and multi-year performance vesting timelines. The tax-withholding disposition is properly reported as a sale-equivalent event (F code). The existence of a co-trustee Rettig Living Trust holding 80,474 shares is disclosed as indirect ownership. Overall, the Form 4 appears compliant and routine from a governance and disclosure perspective.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit | 1,115 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 2,188 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 4,288 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 2,613 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 7,123 | $0.00 | -- |
| Exercise | Performance Stock Units | 1,894 | $0.00 | -- |
| Exercise | Performance Stock Units | 22,838 | $0.00 | -- |
| Exercise | Common Stock | 17,327 | $0.00 | -- |
| Exercise | Common Stock | 24,732 | $0.00 | -- |
| Tax Withholding | Common Stock | 21,362 | $49.20 | $1.05M |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock. Each Performance Stock Unit ("PSU") represents a conditional right to receive one share of the Issuer's Common Stock. Represents shares withheld to satisfy the tax withholding obligation in connection with the vesting of RSUs and PSUs. The shares are held by the Rettig Living Trust U/A DTD 12/02/2020, of which the Reporting Person and his spouse are co-trustees. The RSUs vest in 16 equal quarterly installments over four years, beginning November 28, 2021, 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 February 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, 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, 2023, 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 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.
