Every material Form 8-K Bill filed with the SEC in 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
BILL Holdings, Inc. disclosed that Germaine Cota, its Senior Vice President, Finance & Accounting and Principal Accounting Officer, told the company on December 11, 2025 that she intends to resign, effective January 16, 2026. The filing does not give a reason for the departure or name a successor, so shareholders have no stated information on the replacement plan.
Germaine Cota is SVP, Finance & Accounting and Principal Accounting Officer.
Cota informed the company of her resignation intention on December 11, 2025.
Resignation is effective January 16, 2026; the filing names no successor and gives no reason.
BILL reported fiscal first-quarter 2026 results for the period ended September 30, 2025, with total revenue of $395.7 million, up 10% year-over-year. GAAP net loss was $3.0 million, or $(0.03) per share, compared with net income of $8.9 million, or $0.08 per share, a year earlier, while non-GAAP net income was $70.2 million, or $0.61 per diluted share, versus $0.63 a year earlier. The company also issued fiscal 2026 total revenue guidance of $1,596.5 million to $1,626.5 million.
Total revenue was $395.7 million, up 10% year-over-year; core revenue was $358.0 million, up 14%.
GAAP operating loss was $20.7 million, compared with a $7.7 million operating loss a year earlier; restructuring charges were $8.9 million.
Non-GAAP net income was $70.2 million, or $0.61 per diluted share, versus $0.63 per diluted share in the prior-year quarter.
For fiscal 2026, the company guided total revenue to $1,596.5 million to $1,626.5 million, or 9% to 11% growth, and non-GAAP net income per diluted share to $2.11 to $2.25.
BILL Holdings expanded its board from 12 to 13 members on October 17, 2025, and appointed Peter A. Feld and Lee Kirkpatrick as Class II directors. The appointments follow a Cooperation Agreement with Starboard Value LP dated October 15, 2025, under which Feld is a Starboard managing member, giving the activist investor's representative a seat on the board.
Board increased from 12 to 13 directors; Peter A. Feld and Lee Kirkpatrick appointed as Class II directors, terms expiring at the 2027 annual meeting.
Feld joins the Nominating and Corporate Governance Committee; Kirkpatrick joins the Audit Committee and becomes Audit Committee Chair after the 2025 annual meeting.
Feld is Managing Member, Portfolio Manager and Head of Research of Starboard Value LP; Kirkpatrick was CFO of Twilio from 2012 to 2018.
The Cooperation Agreement with Starboard Value LP was previously reported in an October 16, 2025 Form 8-K.
On October 15, 2025, BILL entered a cooperation agreement with activist investor Starboard Value LP, which withdrew its September 5, 2025 slate of director nominations for the 2025 annual meeting. The board will expand from 12 to 13 members, with Peter A. Feld and Lee Kirkpatrick joining as of October 17, 2025, and Natalie Derse and Beth Johnson nominated for election at the 2025 annual meeting. For shareholders, the filing changes board composition and removes the proxy contest for this meeting, but it discloses no financial results.
Starboard withdraws its September 5, 2025 director nominations for the 2025 annual meeting and agrees to vote in line with board recommendations, subject to limited exceptions.
Peter A. Feld and Lee Kirkpatrick join the board as Class II directors as of October 17, 2025, with terms expiring at the 2027 annual meeting.
Natalie Derse and Beth Johnson are nominated as Class III directors; Steve Cakebread and Brian Jacobs retire at the 2025 annual meeting.
Director Stephen Fisher resigned effective October 14, 2025, with the company saying the resignation was not due to any disagreement over operations, policies or practices.
BILL Holdings disclosed that Chief Legal Officer and Chief Compliance Officer Raj Aji will begin medical leave on October 13, 2025, and intends to retire afterward. The retirement date has not been set. Losing a top legal and compliance officer is a notable leadership change, though the filing describes no effect on financial results.
Raj Aji, Chief Legal Officer and Chief Compliance Officer, confirmed the plan to the company on October 2, 2025.
Medical leave begins October 13, 2025, followed by intended retirement.
The retirement date has not yet been determined.
The filing was signed by John Rettig, President and Chief Operating Officer, on October 8, 2025.
BILL reported fourth-quarter and fiscal 2025 results for the period ended June 30, 2025, with total revenue up 12% in the quarter and 13% for the full year, and its board authorized up to $300 million in share repurchases. The company posted a fourth-quarter GAAP net loss of $7.1 million, compared with net income of $7.6 million a year earlier, while full-year GAAP net income was $23.8 million, compared with a net loss of $28.9 million. Shareholders should note that the repurchase program does not obligate the company to buy any specific amount of stock, and fiscal 2026 total revenue guidance is $1,589.5 million to $1,629.5 million.
Q4 fiscal 2025 total revenue was $383.3 million, up 12% year-over-year; core revenue was $345.9 million, up 15%.
Q4 GAAP net loss was $7.1 million, or $0.07 per share, versus net income of $7.6 million in Q4 fiscal 2024; non-GAAP operating income was $56.4 million, down 6%.
Fiscal 2025 total revenue was $1,462.6 million, up 13%, and GAAP net income was $23.8 million versus a net loss of $28.9 million in fiscal 2024.
The $300 million share repurchase program has no set end date; the company expects to fund it with existing cash. Fiscal 2026 non-GAAP net income per diluted share guidance is $2.00 to $2.20.
BILL Holdings announced that Rohini Jain, formerly Senior Vice President and CFO of Enterprise Business and Merchant Platforms at PayPal, will become Chief Financial Officer effective July 7, 2025. President John Rettig, the current CFO, will move to President and Chief Operating Officer, a change in leadership roles that shareholders will watch as the company seeks to accelerate growth.
Rohini Jain, 46, joins from PayPal, where she worked from April 2016 to May 2025
Jain's offer includes a $450,000 base salary, a bonus of up to 60% of base salary, and a $250,000 signing bonus
Jain receives an initial restricted stock unit award with an aggregate opportunity of $8 million, plus a committed fiscal 2026 performance-based award of up to $3 million, subject to Compensation Committee approval
Rettig's new role takes effect when Jain's appointment begins on July 7, 2025
On May 23, 2025, BILL Holdings' subsidiary Odin Financing entered a $300.0 million revolving credit facility with JPMorgan Chase Bank as administrative agent, maturing November 23, 2027. The loans will fund purchases of BILL Divvy Corporate Card receivables, and the facility is secured by those receivables, with the parent company providing a limited guaranty.
Facility provides up to $300.0 million in revolving loans from JPMorgan Chase Bank, N.A. and other lenders
Loans bear interest at SOFR-based or base rate plus an applicable margin of 1.80%
Facility matures on November 23, 2027 and is secured by BILL Divvy Corporate Card receivables
BILL Holdings provided a limited guaranty of Odin Financing's obligations
BILL reported fiscal third-quarter 2025 results for the period ended March 31, 2025, with total revenue up 11% year over year to $358.2 million. Profit measures moved the other way: the company posted a GAAP net loss of $11.6 million, compared with net income of $31.8 million a year earlier, and non-GAAP operating income fell 9% to $53.3 million, so shareholders see revenue growth alongside lower profit.
Total revenue $358.2 million, up 11%; core revenue $320.3 million, up 14%
GAAP net loss $11.6 million, or $(0.11) per share, versus net income of $31.8 million in the prior-year quarter
Non-GAAP operating income $53.3 million, down 9%; non-GAAP net income $58.7 million, or $0.50 per diluted share, versus $0.60
Fiscal Q4 2025 non-GAAP EPS guidance $0.39 to $0.43; full fiscal 2025 total revenue guidance $1,450.0 million to $1,460.0 million
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
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