Results of Operations and Financial Condition. On August 19, 2026, BILL Holdings, Inc. (the “Company”) issued a press release and will hold a conference call regarding its financial results for the fourth quarter and fiscal year ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The Company makes reference to certain non-GAAP financial information in both the press release and the conference call. A reconciliation of GAAP to non-G…

CFO — Mr. Moss: Mr. Moss and Ms. Bowman entered into separation agreements, marking their departure from active roles.

Chief Technology Officer, Executive Vice President and General Manager of Payments and Financial Services — Ken Moss, Mary Kay Bowman: Ken Moss and Mary Kay Bowman are departing from the company.

Costs Associated with Exit or Disposal Activities. On May 7, 2026, the Company additionally announced that it will reduce its workforce by up to 30% (the “Restructuring”). The Restructuring is part of the Company’s ongoing efforts to improve organizational agility and efficiency, while also seeking to drive greater profitability. The Company currently estimates that it will incur charges of approximately $30 million to $60 million in connection with the Restructuring, consisting primarily of…

Regulation FD Disclosure. Finally, on May 7, 2026, the Company announced that its board of directors authorized the repurchase of up to $1.0 billion in shares of its outstanding common stock (the “2026 Share Repurchase Authorization”). This authorization includes unused amounts under the Company’s existing share repurchase program announced in August 2025. Pursuant to this authorization, the Company may repurchase shares from time to time through open market purchases, in privately negotiated…

Results of Operations and Financial Condition. On May 7, 2026, BILL Holdings, Inc. (the “Company”) issued a press release and will hold a conference call regarding its financial results for the third fiscal quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The Company makes reference to certain non-GAAP financial information in both the press release and the conference call. A reconciliation of GAAP to non-GAAP results i…

Chief Financial Officer and principal accounting officer — Rohini Jain: Rohini Jain was appointed to serve additionally as the Company’s principal accounting officer.

Results of Operations and Financial Condition. On February 5, 2026, BILL Holdings, Inc. (the “Company”) issued a press release and will hold a conference call regarding its financial results for the second fiscal quarter ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report. The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended,…

Director — Alison Wagonfeld: A board member is resigning, which is a departure from the board, but the filing notes no disagreement, suggesting a neutral or orderly exit rather than a crisis.

Principal Accounting Officer — Germaine Cota: The resignation of the Principal Accounting Officer and Senior Vice President of Finance is a significant loss of a key financial executive.

Results of Operations and Financial Condition. On November 6, 2025, BILL Holdings, Inc. (the “Company”) issued a press release and will hold a conference call regarding its financial results for the first fiscal quarter ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report. The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended,…

The Board of Directors increased its size and appointed two new directors, Peter A. Feld and Lee Kirkpatrick.

Director — Stephen Fisher: Stephen Fisher resigned from the Board of Directors.

Entry into a Material Definitive Agreement. On October 15, 2025, BILL Holdings, Inc. (the “Company”) entered into a cooperation agreement (the “Agreement”) with Starboard Value LP and certain of its affiliates (collectively, “Starboard”). In the Agreement, the Company (i) confirmed the resignation of Stephen Fisher as a Class II director of the Company, as of October 14, 2025; (ii) agreed to increase the size of the Board of Directors of the Company (the “Board”) from 12 to 13 directors and t…

Chief Legal Officer and Chief Compliance Officer — Raj Aji: Mr. Aji will be commencing medical leave and intends to retire from the Company.

Regulation FD Disclosure. On August 27, 2025, the Company also announced that its Board of Directors authorized a share repurchase program, pursuant to which the Company may purchase up to $300 million of its outstanding shares of common stock (the “2025 Share Repurchase Program”). The Company may repurchase shares of common stock from time to time through open market purchases, in privately negotiated transactions, or by other means, including through the use of trading plans intended to qua…

Results of Operations and Financial Condition. On August 27, 2025, BILL Holdings, Inc. (the “Company”) issued a press release and will hold a conference call regarding its financial results for the fourth quarter and fiscal year ended June 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report. The Company makes reference to certain non-GAAP financial information in both the press release and the conference call. A reconciliation of GAAP to non-GAAP results is provi…

CFO — Rohini Jain: The filing announces the external hire of a new CFO from PayPal, while the incumbent CFO transitions to a COO role, representing a planned succession rather than a sudden loss of executive leadership.

Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. The information set forth above in

Entry Into a Material Definitive Agreement. On May 23, 2025, Odin Financing, LLC (“Odin Financing”), a wholly-owned subsidiary of BILL Holdings, Inc. (the “Company”), entered into a Revolving Credit and Security Agreement (the “2025 Credit Facility”) with JPMorgan Chase Bank, N.A. (“JPMorgan”), as administrative agent, and the lenders party thereto. The 2025 Credit Facility will provide for up to $300.0 million in revolving loans to be used by Odin Financing to purchase BILL Divvy Corporate C…

Results of Operations and Financial Condition. On May 8, 2025, BILL Holdings, Inc. (the “Company”) issued a press release and will hold a conference call regarding its financial results for the third fiscal quarter ended March 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report. The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherw…

Results of Operations and Financial Condition. On February 6, 2025, BILL Holdings, Inc. (the “Company”) issued a press release and will hold a conference call regarding its financial results for the second fiscal quarter ended December 31, 2024. A copy of the press release is furnished as Exhibit 99.1 to this report. The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended,…

Director — Keri Gohman, Dan Wernikoff, Peter Kight, Scott Wagner: The filing discloses the appointment of two new directors and the orderly retirement of two existing directors, which constitutes a routine board refreshment rather than a loss of senior executive management.

Other Events. Purchase Agreement On December 3, 2024, the Company entered into a Purchase Agreement (the “Purchase Agreement”) with J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, and Morgan Stanley & Co. LLC, as representatives (the “Representatives”) of the initial purchasers named therein (collectively, the “Initial Purchasers”), relating to the Company’s sale of the Notes to the Initial Purchasers in a private placement in reliance on Section 4(a)(2) of the Securities Act and for ini…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in