SEC FORM 3

SEC FORM 3 SEC Form 3

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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Bowman Mary Kay

(Last)

(First)

(Middle)

C/O BILL HOLDINGS, INC.

6220 AMERICA CENTER DR., SUITE 100

(Street)

SAN JOSE

95002

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/11/2024

3. Issuer Name and Ticker or Trading Symbol
BILL Holdings, Inc. [ BILL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See Remarks

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Restricted Stock Units	⁽¹⁾	⁽¹⁾	Common Stock	119,213	⁽²⁾	D
Performance Stock Units	⁽³⁾	⁽³⁾	Common Stock	49,672	⁽⁴⁾	D
Performance Stock Units	⁽⁵⁾	⁽⁵⁾	Common Stock	29,803	⁽⁴⁾	D

Explanation of Responses:

1. The Restricted Stock Units ("RSUs") vest as to 1/4th of the total shares on August 28, 2025, 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.

2. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.

3. The Performance Stock Units ("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.

4. Each PSU represents a conditional right to receive one share of the Issuer's Common Stock.

5. 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.

Remarks:

EVP, GM of Payments and Financial Services

	/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.