8-KFiling Date: Oct 15, 2026

Bill 8-K: Reg FD Disclosure, Financial Statements (Oct 15, 2026)

Reg FD Disclosure, Financial Statements

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ACC: 0001628280-26-066002

Event Type

Reg FD DisclosureFinancial Statements
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Event Description

Item 7.01. Reg FD Disclosure
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BILL Holdings, Inc. disclosed under Item 7.01 that effective July 1, 2026 it voluntarily changed its accounting principle for rewards paid to spending businesses using BILL Spend and Expense card products, reclassifying them from sales and marketing expenses within operating expenses to a reduction of interchange revenue within subscription and transaction fees, with prior periods retrospectively adjusted beginning with the fiscal quarter ended September 30, 2026. BILL furnished Exhibit 99.1, unaudited supplemental financial information showing the effects on revenue, gross profit and operating expenses for each of the eight quarters in fiscal years 2025 and 2026, with reductions to subscription and transaction fees, total revenue, gross profit, sales and marketing expenses and total operating expenses ranging from $62.064 million for the quarter ended September 30, 2024 to $94.004 million for the quarter ended June 30, 2026. BILL stated the change has no impact on operating income, net income/(loss), net income/(loss) per share, balance sheet, or cash flows for any period presented, and it believes the change better reflects the economic substance of the rewards program and aligns with prevalent industry practice. No earnings or financial guidance was provided.

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Item 7.01 Regulation FD Disclosure. Effective July 1, 2026, BILL Holdings, Inc. (the Company ) voluntarily changed its accounting principle related to the presentation of rewards paid to spending businesses using its BILL Spend and Expense card products. Previously, the Company classified rewards as sales and marketing expenses within operating expenses. Under the new accounting principle, these rewards are classified as a reduction of interchange revenue within subscription and transaction fees. Beginning with the fiscal quarter ended September 30, 2026, the Company's financial information will reflect the impact of the change in accounting principle, with prior periods retrospectively adjusted. The Company believes this change better reflects the economic substance of the Company s BILL Spend and Expense card rewards program and aligns the Company s financial reporting with the financial information used internally by the Company. Furthermore, the net presentation aligns the Company s financial reporting with prevalent industry practice, enhancing comparability for investors and analysts. This change in classification has no impact on the Company s operating income, net income/(loss), net income/(loss) per share, balance sheet, or cash flows for any period presented. As a result of the new accounting principle and to enable a comparison between the information to be presented in the Company's upcoming earnings release with prior periods, the Company has furnished herewith as Exhibit 99.1 unaudited supplemental financial information that reflects the effects of the accounting principle change to its revenue, gross profit and operating expenses for each of the eight quarters in the Company s fiscal years 2025 and 2026. The information furnished under this
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EX-99.1bill-20261015xexx991.htm3,585 charsexpand_more
EX-99.1 2 bill-20261015xexx991.htm EX-99.1 DocumentExhibit 99.1BILL HOLDINGS, INC.SELECT HISTORICAL REVENUE AND COST INFORMATION(Unaudited, in thousands)Change in Accounting PrincipleEffective July 1, 2026, BILL Holdings, Inc. ( we, us, or our ) voluntarily changed our accounting principle related to the presentation of rewards paid to spending businesses using our BILL Spend and Expense card products. Previously, we classified rewards as sales and marketing expenses within operating expenses. Under the new accounting principle, these rewards are classified as a reduction of revenue within subscription and transaction fees. Beginning with the fiscal quarter ended September 30, 2026, our financial information will reflect the impact of the change in accounting principle, with prior periods retrospectively adjusted.We believe this change better reflects the economic substance of our BILL Spend and Expense card rewards program and aligns our financial reporting with the financial information used internally by us. Furthermore, the net presentation aligns our financial reporting with prevalent industry practice, enhancing comparability for investors and analysts. This change in classification has no impact on the operating income, net income (loss), net income (loss) per share, balance sheet, or cash flows for any period presented. The tables below reflect the effects of the accounting principle change to revenue, gross profit and operating expenses for each of the eight quarters in fiscal years 2025 and 2026. Three months ended September 30, 2024 Three months ended December 31, 2024 Three months ended March 31, 2025 Three months ended June 30, 2025 As previously reported Effect of change As adjusted As previously reported Effect of change As adjusted As previously reported Effect of change As adjusted As previously reported Effect of change As adjusted Revenue Subscription and transaction fees $ 314,943 $ (62,064) $ 252,879 $ 319,616 $ (64,748) $ 254,868 $ 320,298 $ (68,359) $ 251,939 $ 345,947 $ (76,819) $ 269,128 Total revenue 358,450 (62,064) 296,386 362,554 (64,748) 297,806 358,217 (68,359) 289,858 383,349 (76,819) 306,530 Gross profit 293,754 (62,064) 231,690 295,946 (64,748) 231,198 291,005 (68,359) 222,646 309,761 (76,819) 232,942 Operating expenses Sales and marketing 126,322 (62,064) 64,258 132,534 (64,748) 67,786 136,758 (68,359) 68,399 148,097 (76,819) 71,278 Total operating expenses $ 301,452 $ (62,064) $ 239,388 $ 317,656 $ (64,748) $ 252,908 $ 319,951 $ (68,359) $ 251,592 $ 332,010 $ (76,819) $ 255,191 Three months ended September 30, 2025 Three months ended December 31, 2025 Three months ended March 31, 2026 Three months ended June 30, 2026 As previously reported Effect of change As adjusted As previously reported Effect of change As adjusted As previously reported Effect of change As adjusted As previously reported Effect of change As adjusted Revenue Subscription and transaction fees $ 358,005 $ (81,291) $ 276,714 $ 375,128 $ (87,031) $ 288,097 $ 371,134 $ (85,279) $ 285,855 $ 400,482 $ (94,004) $ 306,478 Total revenue 395,741 (81,291) 314,450 414,671 (87,031) 327,640 406,563 (85,279) 321,284 436,186 (94,004) 342,182 Gross profit 318,738 (81,291) 237,447 331,083 (87,031) 244,052 331,855 (85,279) 246,576 356,191 (94,004) 262,187 Operating expenses Sales and marketing 149,216 (81,291) 67,925 155,439 (87,031) 68,408 153,226 (85,279) 67,947 158,331 (94,004) 64,327 Total operating expenses $ 339,457 $ (81,291) $ 258,166 $ 349,159 $ (87,031) $ 262,128 $ 332,254 $ (85,279) $ 246,975 $ 390,443 $ (94,004) $ 296,439

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