Filing Overview
BILL Holdings, Inc. filed a Form 8-K under Item 5.02 regarding a change to its board of directors. The report date and earliest event date were October 18, 2022; the appointment became effective October 21, 2022, and the filing was signed October 24, 2022.
Business Context and Reporting Period
BILL Holdings provides financial operations software and payments services. This filing is a corporate governance update and does not report quarterly or annual operating results.
Financial and Liquidity Information
The filing does not provide revenue, profit, cash flow, margin, debt, liquidity, guidance, or other financial metrics.
Material Change
- Alison Wagonfeld, age 52, was appointed to the board effective October 21, 2022.
- She will serve as a Class II director through the Company’s 2024 annual meeting of stockholders, subject to earlier departure or replacement.
- Wagonfeld was serving as Chief Marketing Officer of Google Cloud and Vice President of Marketing at Google.
- Her prior experience includes Emergence Capital Partners, Harvard Business School’s California Research Center, Intuit, and Morgan Stanley.
Compensation, Conflicts, and Other Matters
- The filing states that there was no arrangement or understanding with other persons regarding her selection.
- The filing states that she has no direct or indirect material interest in transactions reportable under Item 404(a) of Regulation S-K.
- She will enter into the Company’s standard form of indemnification agreement.
Outlook, Risks, and Unusual Items
The filing provides no management outlook, financial guidance, contingencies, or unusual financial items. The principal disclosed change is the addition of a director with technology, cloud marketing, venture capital, academic, and financial-services experience.
Investor Verification Points
- Verify the effective appointment date of October 21, 2022, and the Class II term ending at the 2024 annual meeting.
- Review subsequent filings for any changes to board composition, committee assignments, or director compensation.
- Review the referenced standard indemnification agreement and any later disclosures regarding director compensation or related-party matters.