Sec Form 4 Filing - O'Driscoll Rory @ Bill.com Holdings, Inc. - 2022-12-08

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 O'Driscoll Rory 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 _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O BILL.COM HOLDINGS, INC., 6220 AMERICA CENTER DR., SUITE 100 3. Date of Earliest Transaction (MM/DD/YY) 12/08/2022 (Street) SAN JOSE, CA95002 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 12/08/2022 M 873 A 873 D Common Stock 12/09/2022 J( 2 ) V 873 D $ 0 0 D Common Stock 12/09/2022 J( 2 ) V 873 A $ 0 6,826 I See Footnote( 3 ) Common Stock 16,567 I See Footnote( 4 )

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 Exercisable Expiration Date Title Amount or Number of Shares Restricted Stock Units ( 1 ) 12/08/2022 M 873 ( 5 ) ( 5 ) Common Stock 873 $ 0 0 D( 6 ) Restricted Stock Units ( 1 ) 12/08/2022 A 1,733 ( 7 ) ( 7 ) Common Stock 1,733 $ 0 1,733 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other O'Driscoll Rory C/O BILL.COM HOLDINGS, INC. 6220 AMERICA CENTER DR., SUITE 100 SAN JOSE, CA95002 X Signatures /s/ Rajesh Aji, Attorney-in-Fact 12/12/2022 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 )Under the governing documents of Scale Venture Partners IV, LP ("ScaleVP IV LP"), the shares were transferred to Scale Management, LLC ("ScaleMgt"). ( 3 )The shares are held by ScaleMgt. The managers of ScaleMgt are Rory O'Driscoll, a member of the Issuer's board of directors, Stacey Bishop, Andrew Vitus, Ariel Tseitlin and Alexander Niehenke, who all share voting and dispositive power with respect to the shares held by ScaleMgt. ( 4 )The shares are held by a trust for which the Reporting Person serves as a trustee. ( 5 )100% of the RSUs vested on December 8, 2022. ( 6 )Pursuant to the policies of ScaleVP IV LP and ScaleMgt, the Reporting Person is deemed to hold the reported RSUs for the benefit of ScaleMgt. ScaleMgt may be deemed the indirect beneficial owner of the RSUs. ( 7 )The RSUs shall be 100% vested on the earlier of (a) the date of next annual stockholders meeting and (b) one year from the date of grant, subject to continued service on such vesting date.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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