New insider Moss Kenneth A claimed ownership of 106,646 shares (SEC Form 3)
$BILL
EDP Services
Technology
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 10/11/2024 |
3. Issuer Name and Ticker or Trading Symbol
BILL Holdings, Inc. [ BILL ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 103,853 | D | |
| Common Stock | 2,793 | I | See Footnote(1) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Restricted Stock Units | (2) | (2) | Common Stock | 92,108 | (3) | D | |
| Restricted Stock Units | (4) | (4) | Common Stock | 56,980 | (3) | D | |
| Restricted Stock Units | (5) | (5) | Common Stock | 37,987 | (3) | D | |
| Performance Stock Units | (6) | (6) | Common Stock | 4,702 | (7) | D | |
| Performance Stock Units | (8) | (8) | Common Stock | 23,742 | (7) | D | |
| Performance Stock Units | (9) | (9) | Common Stock | 14,245 | (7) | D | |
| Stock Option (Right to Buy) | (10) | 08/01/2028 | Common Stock | 2,500 | $5.26 | I | See Footnote(1) |
| Stock Option (Right to Buy) | (11) | 08/05/2029 | Common Stock | 625 | $13.4 | I | See Footnote(1) |
| Restricted Stock Units | (12) | (12) | Common Stock | 123 | (3) | I | See Footnote(1) |
| Restricted Stock Units | (13) | (13) | Common Stock | 725 | (3) | I | See Footnote(1) |
| Restricted Stock Units | (14) | (14) | Common Stock | 1,333 | (3) | I | See Footnote(1) |
| Restricted Stock Units | (15) | (15) | Common Stock | 291 | (3) | I | See Footnote(1) |
| Explanation of Responses: |
| 1. Represents shares held by the Reporting Person's spouse. The Reporting Person disclaims beneficial ownership of the shares except to the extent of the Reporting Person's pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act"), or for any other purpose. |
| 2. The Restricted Stock Units ("RSUs") vest as to 1/4th of the total shares on May 28, 2024, 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. |
| 3. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock. |
| 4. 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. |
| 5. The RSUs vest as to 50% of the total shares on on August 28, 2025, and 50% on August 28, 2026 over two years, subject to the continued service of the Reporting Person on each vesting date. |
| 6. The Performance Stock Units ("PSUs") may vest depending on the Issuer's total shareholder return over a three-year period beginning July 1, 2023 and ending June 30, 2026, relative to companies that comprise the Russell 3000, subject to the Reporting Person's continued service to the Issuer. Once earned, the PSUs will vest in full following the date on which the Issuer's Compensation Committee or the Board certifies the achievement level, with such vesting to occur on the next regular quarterly vesting date thereafter. |
| 7. Each PSU represents a conditional right to receive one share of the Issuer's Common Stock. |
| 8. The PSUs may vest depending on the achievement of certain revenue and profitability targets of the Issuer over the one-year period beginning July 1, 2024 and ending June 30, 2025, subject to the Reporting Person's continued service to the Issuer. Once earned, the PSUs will vest over three years, with 1/3rd vesting on the first quarterly vesting date following the certification by the Issuer's Board of the achievement level, and the remaining 2/3rds vesting quarterly thereafter over the following two years. |
| 9. The PSUs may vest depending on the Issuer's total shareholder return over a three-year period beginning July 1, 2024 and ending June 30, 2027, relative to companies that comprise the Russell 3000 Index, subject to the Reporting Person's continued service to the Issuer. Once earned, the PSUs will vest in full at the end of the three-year performance period. |
| 10. The option vested 25% of the total shares on May 14, 2019 and thereafter 1/48th of the total shares vest monthly until such time as the option is 100% vested, subject to the continuing service of the Reporting Person on each vesting date. |
| 11. The option vested 25% of the total shares on August 6, 2020 and thereafter 1/48th of the total shares vest monthly until such time as the option is 100% vested, subject to the continuing service of the Reporting Person on each vesting date. |
| 12. 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. |
| 13. 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. |
| 14. 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. |
| 15. 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. |
| s/ Rajesh Aji, Attorney-in-Fact | 10/21/2024 | |
| ** 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 5 (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. | ||