Sec Form 4 Filing - Chao David K @ Bill.com Holdings, Inc. - 2020-04-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Chao David K
2. Issuer Name and Ticker or Trading Symbol
Bill.com Holdings, Inc. [ BILL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O DCM INVESTMENT MANAGEMENT, 2420 SAND HILL ROAD, SUITE 200
3. Date of Earliest Transaction (MM/DD/YY)
04/01/2020
(Street)
MENLO PARK, CA94025
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/01/2020 M 1,250 A 1,250 D
Common Stock 244,958 I See Footnote ( 2 )
Common Stock 9,632,457 I See Footnote ( 3 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exer cisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units ( 1 ) 04/01/2020 M 1,250 ( 4 ) ( 4 ) Common Stock 1,250 $ 0 3,750 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Chao David K
C/O DCM INVESTMENT MANAGEMENT
2420 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X X
Signatures
/s/ Matthew C. Bonner, Attorney-in-Fact 04/03/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock.
( 2 )The shares are held by DCM Affiliates Fund IV, L.P. DCM Investment Management IV, L.P. is the general partner of DCM Affiliates Fund IV, L.P. and DCM IV, L.P. (collectively, the "DCM Entities"). DCM International IV, Ltd. is the general partner of DCM Investment Management IV, L.P. David Chao, the director of DCM International IV, Ltd. and a member of the Issuer's board of directors, may be deemed to have sole voting and investment power with respect to the shares held by the DCM Entities.
( 3 )The shares are held by DCM IV, L.P. DCM Investment Management IV, L.P. is the general partner of the DCM Entities. DCM International IV, Ltd. is the general partner of DCM Investment Management IV, L.P. David Chao, the director of DCM International IV, Ltd. and a member of the Issuer's board of directors, may be deemed to have sole voting and investment power with respect to the shares held by the DCM Entities.
( 4 )The RSUs shall vest in four (4) equal quarterly installments over the 12-month period beginning January 1, 2020, subject to continued service on each applicable vesting 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 4(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).

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