Form 4: BILL Holdings CTO Reports Significant Stock Transactions

BILL Holdings' Chief Technology Officer, Kenneth A. Moss, reported the acquisition of common stock through RSU and PSU vesting, alongside dispositions for tax withholding, all under a pre-arranged 10b5-1 plan.

Summary

• Kenneth A. Moss, Chief Technology Officer of BILL Holdings, Inc., reported multiple transactions on November 28, 2025, pursuant to a Rule 10b5-1(c) trading plan.
• Acquired a total of 25,667 shares of common stock (23,347 direct, 1,982 direct, 338 indirect) through the vesting of Restricted Stock Units (RSUs) and Performance Stock Units (PSUs.
• Disposed of 12,988 shares of common stock (12,865 direct, 123 indirect) at a price of $50.15 per share to satisfy tax withholding obligations in connection with the vesting of RSUs and PSUs.
• Following these transactions, direct beneficial ownership stands at 133,006 shares of common stock, and indirect beneficial ownership (through spouse) is 3,799 shares.
• The reported beneficial ownership also includes 164 shares of Common Stock acquired under the issuer's employee stock purchase plan on November 14, 2025.

Sentiment

Score: 6

Explanation: The filing reports routine insider transactions related to equity compensation, including vesting and tax-related sales. While not inherently positive or negative for the company's operational performance, the executive's continued equity participation through vesting is a neutral to slightly positive signal. The 10b5-1 plan indicates pre-planned, non-discretionary transactions.

Positives

• The acquisition of shares through the vesting of RSUs and PSUs indicates continued equity participation by a key executive.
• Transactions were executed under a Rule 10b5-1 plan, suggesting pre-planned, non-discretionary trading.

Negatives

• Disposition of shares for tax withholding reduces the executive's direct equity stake, although this is a common practice for equity compensation.

Future Outlook

No specific future outlook or guidance is provided in this Form 4 filing, as it primarily reports past insider transactions.

Industry Context

This filing reflects routine equity compensation practices for executives in the technology sector, where Restricted Stock Units (RSUs) and Performance Stock Units (PSUs) are common forms of long-term incentives. The disposition of shares for tax withholding is a standard event upon vesting of such awards.

Comparison to Industry Standards

• The use of Restricted Stock Units (RSUs) and Performance Stock Units (PSUs) for executive compensation is a standard practice across the technology industry, comparable to companies like Salesforce, Adobe, and Microsoft.
• The disposition of shares to cover tax obligations upon vesting is a common and expected event, aligning with practices seen at most publicly traded companies offering equity compensation.

Related Party Transactions

• Shares held indirectly by the reporting person's spouse are reported, with the reporting person disclaiming beneficial ownership except for pecuniary interest.

Stakeholder Impact

• Shareholders: Provides transparency into executive equity holdings and compensation practices. The tax-related sales are a common occurrence and not indicative of a change in management's confidence.
• Employees: Reflects the company's equity compensation structure, which is a key component of employee incentives, particularly for executives.

Next Steps

• Continued vesting of RSUs and PSUs according to the various schedules outlined in the footnotes.

Key Dates

Recommendation

This Form 4 filing details routine, pre-scheduled transactions by a key executive related to the vesting of equity compensation and subsequent tax withholding. It does not provide new information regarding the company's operational performance, strategic direction, or financial health that would warrant a change in investment recommendation. The transactions are expected and do not signal a shift in management's confidence or a significant change in the company's fundamentals. Therefore, a 'hold' recommendation is appropriate, maintaining existing positions based on broader company analysis rather than this specific insider transaction report.

Keywords

BILL Holdings, BILL, Kenneth A. Moss, Chief Technology Officer, CTO, Form 4, Insider Trading, Restricted Stock Units, RSU, Performance Stock Units, PSU, Stock Vesting, Tax Withholding, 10b5-1 Plan, Equity Compensation