Starboard’s 8.6% stake; BILL adds Feld, Kirkpatrick under pact

Rhea-AI Filing Summary

BILL Holdings (BILL) — Schedule 13D/A update: Starboard Value LP reported beneficial ownership of 8,639,900 shares of BILL common stock, representing 8.6% of the class. The percentage is based on 100,885,582 shares outstanding as of October 15, 2025. The reported amount includes 1,614,152 shares underlying forward purchase contracts exercisable within 60 days.

Starboard and BILL entered into an agreement addressing Board composition and governance. BILL accepted the resignation of Stephen Fisher, increased the Board from 12 to 13 directors, and appointed Peter A. Feld and Lee Kirkpatrick as Class II directors through the 2027 annual meeting. BILL will nominate Beth Johnson and Natalie Derse, along with incumbents David Hornik and Katherine (Allie) Kline, as Class III directors at the 2025 annual meeting.

Committee assignments include Feld (Nominating & Corporate Governance), Kirkpatrick (Audit), Johnson (Compensation) and Derse (Audit). During the standstill period, the Board will not exceed 13 seats without Starboard’s consent. If Feld ceases to serve and Starboard maintains at least the lesser of 3% of outstanding shares and 3,026,567 shares, Starboard may recommend a replacement. Starboard agreed to vote per Board recommendations at the 2025 meeting, with an ISS/Glass Lewis carve‑out on certain proposals.

Insights

Activism & Governance Analyst

Activist settlement adds two directors and sets a standstill.

Starboard disclosed 8,639,900 shares (8.6%) of BILL, including 1,614,152 shares underlying forward purchase contracts exercisable within 60 days. The agreement increases the Board to 13, appoints Peter A. Feld and Lee Kirkpatrick as Class II directors, and sets 2025 nominees for Class III.

The standstill runs until the earlier of 15 business days before the 2026 nomination deadline or 100 days before the first anniversary of the 2025 annual meeting. It includes voting commitments at the 2025 meeting, with an ISS/Glass Lewis carve‑out on say‑on‑pay and certain other proposals.

Replacement rights are tied to a Minimum Ownership Threshold of the lesser of 3% of outstanding shares and 3,026,567 shares. Actual governance impact will depend on board dynamics and future disclosures about implementation.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

BILL Holdings, Inc.

(Name of Issuer)

Common Stock, $0.00001 par value per share

(Title of Class of Securities)

090043100

(CUSIP Number)

JEFFREY C. SMITH
STARBOARD VALUE LP, 777 Third Avenue, 18th Floor
New York, NY, 10017
212-845-7977

ANDREW FREEDMAN, ESQ.
OLSHAN FROME WOLOSKY LLP, 1325 Avenue of the Americas
New York, NY, 10019
212-451-2300

MEAGAN REDA, ESQ.
OLSHAN FROME WOLOSKY LLP, 1325 Avenue of the Americas
New York, NY, 10019
212-451-2300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

10/15/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 090043100

1

Name of reporting person

Starboard Value LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 8,639,900.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 8,639,900.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

8,639,900.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.6 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Note to rows (7)(9)(11): Includes 1,614,152 shares of Common Stock underlying certain forward purchase contracts exercisable within 60 days hereof.

SCHEDULE 13D

CUSIP No. 090043100

1

Name of reporting person

STARBOARD VALUE & OPPORTUNITY MASTER FUND LTD

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 4,597,782.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 4,597,782.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

4,597,782.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.6 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Note to rows (7)(9)(11): Includes 1,614,152 shares of Common Stock underlying certain forward purchase contracts exercisable within 60 days hereof.

SCHEDULE 13D

CUSIP No. 090043100

1

Name of reporting person

STARBOARD VALUE & OPPORTUNITY S LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 681,182.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 681,182.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

681,182.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.7 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 090043100

1

Name of reporting person

Starboard Value & Opportunity Master Fund L LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 239,363.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 239,363.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

239,363.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.2 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 090043100

1

Name of reporting person

Starboard Value L LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 239,363.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 239,363.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

239,363.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.2 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 090043100

1

Name of reporting person

Starboard Value R GP LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 239,363.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 239,363.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

239,363.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.2 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 090043100

1

Name of reporting person

Starboard X Master Fund Ltd

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 1,712,590.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 1,712,590.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

1,712,590.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

1.7 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP No. 090043100

1

Name of reporting person

Starboard Value GP LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 8,639,900.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 8,639,900.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

8,639,900.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.6 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Note to rows (7)(9)(11): Includes 1,614,152 shares of Common Stock underlying certain forward purchase contracts exercisable within 60 days hereof.

SCHEDULE 13D

CUSIP No. 090043100

1

Name of reporting person

Starboard Principal Co LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 8,639,900.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 8,639,900.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

8,639,900.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.6 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Note to rows (7)(9)(11): Includes 1,614,152 shares of Common Stock underlying certain forward purchase contracts exercisable within 60 days hereof.

SCHEDULE 13D

CUSIP No. 090043100

1

Name of reporting person

Starboard Principal Co GP LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 8,639,900.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 8,639,900.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

8,639,900.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.6 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Note to rows (7)(9)(11): Includes 1,614,152 shares of Common Stock underlying certain forward purchase contracts exercisable within 60 days hereof.

SCHEDULE 13D

CUSIP No. 090043100

1

Name of reporting person

Smith Jeffrey C

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 8,639,900.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 8,639,900.00

11

Aggregate amount beneficially owned by each reporting person

8,639,900.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.6 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Note to rows (7)(9)(11): Includes 1,614,152 shares of Common Stock underlying certain forward purchase contracts exercisable within 60 days hereof.

SCHEDULE 13D

CUSIP No. 090043100

1

Name of reporting person

Feld Peter A

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 8,639,900.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 8,639,900.00

11

Aggregate amount beneficially owned by each reporting person

8,639,900.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.6 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Note to rows (7)(9)(11): Includes 1,614,152 shares of Common Stock underlying certain forward purchase contracts exercisable within 60 days hereof.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $0.00001 par value per share
(b)	Name of Issuer: BILL Holdings, Inc.
(c)	Address of Issuer's Principal Executive Offices: 6220 AMERICA CENTER DR., SUITE 100, SAN JOSE, CALIFORNIA , 95002.
Item 1 Comment: The following constitutes Amendment No. 2 to the Schedule 13D filed by the undersigned ("Amendment No. 2"). This Amendment No. 2 amends the Schedule 13D as specifically set forth herein. Unless otherwise defined herein, all capitalized terms used herein shall have the meanings given to them in the Schedule 13D.
Item 2.	Identity and Background
(a)	Item 2(a) is hereby amended to add the following: In connection with the entry into the Agreement, as defined and described in Item 4 below, Liat Ben-Zur, Nancy Disman, and Frank T. Young are no longer members of the Schedule 13(d) group and ceased to be Reporting Persons immediately upon the execution of the Agreement. The remaining Reporting Persons will continue filing statements on Schedule 13D as a group with respect to their beneficial ownership of securities of the Issuer to the extent required by applicable law. Each of the remaining Reporting Persons is party to the Joint Filing Agreement defined and described in Item 6 below.
Item 4.	Purpose of Transaction
	Item 4 is hereby amended to add the following: On October 15, 2025, Starboard Value LP and certain of its affiliates (collectively, "Starboard") entered into an agreement with the Issuer (the "Agreement") regarding the composition of the Issuer's Board of Directors (the "Board") and certain other matters. The following description of the Agreement is qualified in its entirety by reference to the Agreement, which is attached as Exhibit 99.1 hereto and is incorporated herein by reference. Pursuant to the terms of the Agreement, the Issuer agreed to (i) accept the resignation of Stephen Fisher as a Class II director of the Issuer, (ii) increase the size of the Board from twelve (12) to thirteen (13) directors and appoint each of Peter A. Feld and Lee Kirkpatrick as a Class II director of the Issuer with a term expiring at the Issuer's 2027 annual meeting of stockholders, (iii) nominate Beth Johnson and Natalie Derse, in addition to David Hornik and Katherine (Allie) Kline (current Class III directors of the Issuer), for election as Class III directors of the Issuer at the Issuer's 2025 annual meeting of stockholders (the "2025 Annual Meeting"), and (iv) appoint Mr. Feld to the Nominating and Corporate Governance Committee of the Board, Mr. Kirkpatrick to the Audit Committee of the Board, Ms. Johnson to the Compensation Committee of the Board and Ms. Derse to the Audit Committee of the Board immediately following his or her respective appointment or election to the Board. The Issuer also agreed, among other things, that during the Standstill Period (as defined below), the size of the Board shall not be increased to more than thirteen (13) directors without the prior written consent of Starboard. The Agreement also provides that if Mr. Feld ceases to be a director at any time prior to the expiration of the Standstill Period, and at such time Starboard beneficially owns in the aggregate at least the lesser of 3% of the Issuer's then-outstanding Shares and 3,026,567 Shares (such lesser amount, the "Minimum Ownership Threshold"), Starboard shall have the right to recommend a replacement candidate for appointment to the Board. In addition, subject to Starboard's satisfaction of the Minimum Ownership Threshold, if Ms. Derse ceases to be a director at any time prior to the expiration of the Standstill Period, the Agreement provides that Starboard and the Issuer shall work in good faith to promptly mutually agree upon a replacement candidate for appointment to the Board. Pursuant to the terms of the Agreement, Starboard agreed to, among other things, appear in person or by proxy at the 2025 Annual Meeting and vote all of the Shares beneficially owned by Starboard (i) in favor of all of the directors nominated by the Board for election, (ii) in favor of the ratification of the appointment of the Issuer's independent registered public accounting firm, (iii) in accordance with the Board's recommendation with respect to the Issuer's "say-on-pay" proposal, and (iv) in accordance with the Board's recommendation with respect to any other Issuer proposal or stockholder proposal presented at the 2025 Annual Meeting; provided, however, that in the event that Institutional Shareholder Services Inc. ("ISS") or Glass Lewis & Co., LLC ("Glass Lewis") recommends otherwise with respect to the Issuer's "say-on-pay" proposal or any other Issuer proposal or stockholder proposal presented at the 2025 Annual Meeting (other than proposals relating to the nomination, election, or removal of directors), then Starboard shall be permitted to vote in accordance with the ISS or Glass Lewis recommendation. Starboard further agreed that it will vote all Shares beneficially owned by it in accordance with the Board's recommendations on any proposal relating to the appointment, election or removal of directors at any special meeting of the Issuer's stockholders held during the Standstill Period. Notwithstanding the foregoing, the Agreement provides that Starboard shall be permitted to vote in its sole discretion on any proposal of the Issuer submitted for the approval of the Issuer's stockholders in respect of certain extraordinary transactions. Starboard also agreed to certain customary standstill provisions, effective as of the date of the Agreement through the earlier of (x) the date that is fifteen (15) business days prior to the deadline for the submission of stockholder nominations for the Issuer's 2026 annual meeting of stockholders (the "2026 Annual Meeting") or (y) the date that is one hundred (100) days prior to the first anniversary of the 2025 Annual Meeting (the "Standstill Period"), prohibiting it from, among other things, (i) soliciting proxies or consents with respect to securities of the Issuer, (ii) entering into a voting agreement or forming, joining, or participating in a "group" with other stockholders of the Issuer, other than certain affiliates of Starboard, (iii) seeking or submitting or encouraging any person to submit nominees in furtherance of a contested solicitation for the appointment, election, or removal of directors; provided, however, that Starboard may take actions to identify director candidates in connection with the 2026 Annual Meeting so long as such actions do not create a public disclosure obligation for Starboard or the Issuer, are not publicly disclosed by Starboard, and are undertaken on a basis reasonably designed to be confidential, (iv) submitting any proposal for consideration by stockholders of the Issuer at any annual or special meeting of stockholders or through any referendum of stockholders, soliciting a third party to make an acquisition proposal, commenting on any third-party acquisition proposal, or calling or seeking to call a special meeting of stockholders, (v) seeking, alone or in concert with others, representation on the Board other than as described in the Agreement, or (vi) advising, encouraging, supporting, or influencing any person with respect to the voting or disposition of the Shares. The Issuer and Starboard also made certain customary representations, agreed to mutual non-disparagement provisions, and agreed to issue a mutually agreeable press release announcing certain terms of the Agreement.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated to read as follows: The percentages used in this Schedule 13D are based upon 100,885,582 Shares outstanding as of October 15, 2025, which is the total number of Shares outstanding disclosed by the Issuer to Starboard in connection with the Agreement defined and described in Item 4 above. See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of Shares and percentage of the Shares beneficially owned by each of the Reporting Persons. The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer that he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not directly own.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 is hereby amended to add the following: On October 15, 2025, Starboard and the Issuer entered into the Agreement defined and described in Item 4 above and attached as Exhibit 99.1 hereto. On October 16, 2025, the Reporting Persons entered into a Joint Filing Agreement in which such Reporting Persons agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the securities of the Issuer to the extent required by applicable law. The Joint Filing Agreement is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
Item 7.	Material to be Filed as Exhibits.
	Item 7 is hereby amended to add the following exhibits: 99.1 - Agreement by and among Starboard Value and Opportunity Master Fund Ltd, Starboard Value and Opportunity S LLC, Starboard Value and Opportunity Master Fund L LP, Starboard Value L LP, Starboard Value R GP LLC, Starboard X Master Fund Ltd, Starboard Value LP, Starboard Value GP LLC, Starboard Principal Co LP, Starboard Principal Co GP LLC, Jeffrey C. Smith, Peter A. Feld, and BILL Holdings, Inc., dated October 15, 2025. 99.2 - Joint Filing Agreement, by and among Starboard Value and Opportunity Master Fund Ltd, Starboard Value and Opportunity S LLC, Starboard Value and Opportunity Master Fund L LP, Starboard Value L LP, Starboard Value R GP LLC, Starboard X Master Fund Ltd, Starboard Value LP, Starboard Value GP LLC, Starboard Principal Co LP, Starboard Principal Co GP LLC, Jeffrey C. Smith and Peter A. Feld, dated October 16, 2025.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Starboard Value LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value GP LLC, its general partner
Date:	10/16/2025

STARBOARD VALUE & OPPORTUNITY MASTER FUND LTD

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value LP, its investment manager
Date:	10/16/2025

STARBOARD VALUE & OPPORTUNITY S LLC

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value LP, its manager
Date:	10/16/2025

Starboard Value & Opportunity Master Fund L LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value L LP, its general partner
Date:	10/16/2025

Starboard Value L LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value R GP LLC, its general partner
Date:	10/16/2025

Starboard Value R GP LLC

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory
Date:	10/16/2025

Starboard X Master Fund Ltd

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Value LP, its investment manager
Date:	10/16/2025

Starboard Value GP LLC

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Principal Co LP, its member
Date:	10/16/2025

Starboard Principal Co LP

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory of Starboard Principal Co GP LLC, its general partner
Date:	10/16/2025

Starboard Principal Co GP LLC

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Authorized Signatory
Date:	10/16/2025

Smith Jeffrey C

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Attorney-in-Fact for Jeffrey C. Smith
Date:	10/16/2025

Feld Peter A

Signature:	/s/ Lindsey Cara
Name/Title:	Lindsey Cara, Attorney-in-Fact for Peter A. Feld
Date:	10/16/2025

FAQ

What percentage of BILL (BILL) does Starboard currently report owning?

Starboard reports beneficial ownership of 8.6%, or 8,639,900 shares of BILL common stock.

How many BILL shares were outstanding for the ownership calculation?

The calculation is based on 100,885,582 shares outstanding as of October 15, 2025.

Does Starboard’s reported ownership include derivatives or similar instruments?

Yes. It includes 1,614,152 shares underlying forward purchase contracts exercisable within 60 days.

What Board changes at BILL were agreed with Starboard?

BILL increased its Board from 12 to 13 directors, accepted Stephen Fisher’s resignation, and appointed Peter A. Feld and Lee Kirkpatrick as Class II directors through the 2027 meeting.

Who will BILL nominate as Class III directors at the 2025 annual meeting?

BILL will nominate Beth Johnson and Natalie Derse, along with incumbents David Hornik and Katherine (Allie) Kline.

What are the key standstill terms in the BILL–Starboard agreement?

During the standstill, Starboard agrees to specified voting commitments for 2025, with an ISS/Glass Lewis carve‑out, and restrictions on solicitations and nominations.

What replacement right does Starboard have if Peter A. Feld leaves the Board?

If Feld ceases to be a director and Starboard maintains at least the lesser of 3% of outstanding shares and 3,026,567 shares, it may recommend a replacement.