Form 4: BILL Holdings CTO Reports Routine Equity Transactions, Including RSU Vesting and Tax-Related Share Dispositions
Insider Transaction Report
Kenneth A. Moss, Chief Technology Officer of BILL Holdings, Inc., filed a Form 4 detailing the acquisition of common stock through RSU settlements and an employee stock purchase plan, alongside dispositions for tax withholding.
Summary
- Kenneth A. Moss, Chief Technology Officer of BILL Holdings, Inc. (BILL), reported changes in his beneficial ownership of the company's common stock on May 28, 2025.
- He acquired 11,934 shares directly and 210 shares indirectly through the settlement of Restricted Stock Units (RSUs).
- Concurrently, Mr. Moss disposed of 4,912 shares directly and 89 shares indirectly at a price of $44.48 per share to satisfy tax withholding obligations related to the RSU vesting.
- The filing also notes the acquisition of 260 shares of the Issuer's Common Stock under the company's employee stock purchase plan on May 15, 2025.
- Following these transactions, Mr. Moss directly holds 101,253 shares of Common Stock and indirectly holds 3,461 shares (attributed to his spouse).
- He retains 115,126 unvested Restricted Stock Units (RSUs) across various grants, subject to future vesting schedules.
Sentiment
Score: 5
Explanation: The document is a routine SEC Form 4 filing detailing insider equity transactions, primarily the vesting of Restricted Stock Units (RSUs) and associated tax withholdings, along with an Employee Stock Purchase Plan acquisition. These are standard compensation-related activities and do not inherently convey positive or negative sentiment about the company's performance or outlook.
Positives
- The conversion of Restricted Stock Units (RSUs) into common stock indicates the successful vesting of equity compensation for the Chief Technology Officer.
- The acquisition of 260 shares through the Employee Stock Purchase Plan (ESPP) demonstrates continued investment and alignment of interests by the insider with the company's performance.
Negatives
- A total of 5,001 shares (4,912 direct and 89 indirect) were disposed of to cover tax withholding obligations associated with RSU vesting, which reduces the direct share count.
Future Outlook
The remaining 115,126 Restricted Stock Units (RSUs) held by Kenneth A. Moss are subject to various vesting schedules, with some beginning as early as November 28, 2021, and others extending through May 28, 2024, and November 28, 2024, indicating future conversions of RSUs into common stock contingent on continued service.
Management Comments
- "Each restricted stock unit ('RSU') represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration."
- "Represents shares withheld to satisfy the tax withholding obligation in connection with the vesting of RSUs."
- "The Reporting Person disclaims beneficial ownership of the shares [held by spouse] 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."
Industry Context
This Form 4 filing details routine insider equity transactions, specifically the vesting and tax-related disposition of Restricted Stock Units (RSUs) and an Employee Stock Purchase Plan (ESPP) acquisition. Such filings are standard disclosures for publicly traded companies and do not inherently reflect broader industry trends or competitive dynamics.
Related Party Transactions
- Shares held indirectly by the Reporting Person's spouse are disclosed, with the Reporting Person disclaiming beneficial ownership except for pecuniary interest. This is a standard disclosure for beneficial ownership reporting.
Stakeholder Impact
- Shareholders: Provides transparency regarding insider stock ownership and compensation practices. The sale of shares for tax purposes is a common event and not indicative of a lack of confidence.
- Employees: The vesting of RSUs and participation in an Employee Stock Purchase Plan (ESPP) highlight the company's equity compensation structure, which can be a positive for employee retention and alignment of interests.
Next Steps
- Continued vesting of remaining Restricted Stock Units (RSUs) according to their respective schedules, contingent on Kenneth A. Moss's continued service.
Key Dates
| Date | Description |
|---|---|
| 11/28/2021 | Start of vesting for certain Restricted Stock Units (RSUs) in 16 equal quarterly installments over four years. |
| 11/28/2022 | Start of vesting for certain Restricted Stock Units (RSUs) in 16 equal quarterly installments over four years. |
| 11/28/2023 | Start of vesting for certain Restricted Stock Units (RSUs) in 16 equal quarterly installments over four years. |
| 05/28/2024 | Start of vesting for certain Restricted Stock Units (RSUs) as to 1/4th of total shares, then 1/16th quarterly over three years. |
| 11/28/2024 | Start of vesting for certain Restricted Stock Units (RSUs) in 16 equal quarterly installments over four years. |
| 05/15/2025 | Acquisition of 260 shares of Common Stock under the Issuer's employee stock purchase plan. |
| 05/28/2025 | Transaction date for RSU conversions and tax-related share dispositions. |
| 05/30/2025 | Filing date of the Form 4. |
Keywords
BILL Holdings, Kenneth A. Moss, Chief Technology Officer, SEC Form 4, Insider Trading, Restricted Stock Units, RSU Vesting, Equity Compensation, Stock Ownership, Employee Stock Purchase Plan, ESPP
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