Form 4: BILL Holdings CFO John Rettig Reports Significant Equity Transactions Including RSU and PSU Vesting
Insider Transaction Report
BILL Holdings, Inc.'s CFO, John R. Rettig, reported the acquisition of common stock through the vesting of Restricted Stock Units and Performance Stock Units, alongside a disposition of shares for tax withholding purposes.
Summary
- John R. Rettig, CFO of BILL Holdings, Inc., reported transactions on May 28, 2025, as detailed in the Form 4 filing.
- He acquired a total of 19,216 shares of common stock (17,322 shares from one transaction and 1,894 shares from another) through the vesting of Restricted Stock Units (RSUs) and Performance Stock Units (PSUs).
- An additional 231 shares were acquired under the Issuer's employee stock purchase plan on May 15, 2025.
- To satisfy tax withholding obligations related to the vesting of RSUs and PSUs, 9,762 shares were disposed of at a price of $44.48 per share.
- Following these reported transactions, Mr. Rettig directly beneficially owns 92,103 shares of BILL Holdings, Inc. common stock.
- An additional 80,474 shares are indirectly beneficially owned through the Rettig Living Trust U/A DTD 12/02/2020, where Mr. Rettig and his spouse serve as co-trustees.
- The filing also details remaining derivative holdings, including various tranches of RSUs and PSUs with future vesting schedules.
Sentiment
Score: 5
Explanation: The document is a standard Form 4 filing reporting routine equity compensation vesting and tax-related dispositions for an executive. It contains no unexpected positive or negative news, thus a neutral sentiment score is appropriate.
Positives
- CFO John R. Rettig continues to increase his direct beneficial ownership in BILL Holdings, Inc. through the vesting of equity awards, demonstrating ongoing alignment with shareholder interests.
- The vesting of a significant number of Restricted Stock Units (RSUs) and Performance Stock Units (PSUs) indicates the achievement of performance milestones or continued service, as per the terms of the equity compensation plans.
- The acquisition of 231 shares through the employee stock purchase plan on May 15, 2025, further indicates management's investment in the company.
Negatives
- A portion of the vested shares (9,762 shares) was sold to cover tax withholding obligations, which is a common practice but reduces the direct share count.
Future Outlook
The document details vesting schedules for various equity awards extending into the future, indicating ongoing equity compensation for the CFO tied to continued service.
Industry Context
This filing is a routine disclosure of insider transactions, common across all publicly traded companies. It does not provide specific insights into broader industry trends for financial software or payment processing, which is BILL Holdings' primary business.
Related Party Transactions
- 80,474 shares are indirectly beneficially owned by the Rettig Living Trust U/A DTD 12/02/2020, of which the Reporting Person and his spouse are co-trustees.
Stakeholder Impact
- Shareholders: The report indicates ongoing equity alignment between a key executive and shareholders through vested stock awards, which is generally positive. The sale for tax withholding is a standard practice and not indicative of a change in sentiment.
- Employees: The mention of an employee stock purchase plan indicates a broader program that benefits employees.
Next Steps
- Continued vesting of remaining Restricted Stock Units (RSUs) in 16 equal quarterly installments over four years, subject to the CFO's continuing service, for grants beginning November 28, 2021, February 28, 2022, November 28, 2022, November 28, 2023, and November 28, 2024.
- Continued vesting of remaining Performance Stock Units (PSUs) quarterly over two years after the initial 1/3rd vesting on August 28, 2023, subject to the CFO's continuing service.
Key Dates
| Date | Description |
|---|---|
| 12/02/2020 | Date of the Rettig Living Trust U/A DTD. |
| 11/28/2021 | Start of vesting for 1,114 RSUs (16 equal quarterly installments over four years). |
| 02/28/2022 | Start of vesting for 2,187 RSUs (16 equal quarterly installments over four years). |
| 11/28/2022 | Start of vesting for 4,287 RSUs (16 equal quarterly installments over four years). |
| 08/28/2023 | First vesting date for Performance Stock Units (1/3rd vests, remaining 2/3rd vest quarterly over two years). |
| 11/28/2023 | Start of vesting for 2,612 RSUs (16 equal quarterly installments over four years). |
| 11/28/2024 | Start of vesting for 7,122 RSUs (16 equal quarterly installments over four years). |
| 05/15/2025 | Acquisition of 231 shares under the Issuer's employee stock purchase plan. |
| 05/28/2025 | Transaction date for RSU/PSU vesting and tax withholding. |
| 05/30/2025 | Filing date of the Form 4. |
Keywords
BILL Holdings, BILL, Form 4, SEC Filing, Insider Trading, John R. Rettig, CFO, Restricted Stock Units, RSU, Performance Stock Units, PSU, Equity Compensation, Stock Vesting, Beneficial Ownership, Tax Withholding, Employee Stock Purchase Plan
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