SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

JACOBS BRIAN

(Last)

(First)

(Middle)

C/O EMERGENCE EQUITY PARTNERS

160 BOVET ROAD, SUITE 300

(Street)

SAN MATEO

94402

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/11/2019

3. Issuer Name and Ticker or Trading Symbol
Bill.com Holdings, Inc. [ BILL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series B Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	246,896	$0	I	See Footnote⁽²⁾
Series B Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	2,471,963	$0	I	See Footnote⁽³⁾
Series B Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	844,837	$0	I	See Footnote⁽⁴⁾
Series C Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	36,914	$0	I	See Footnote⁽²⁾
Series C Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	368,975	$0	I	See Footnote⁽³⁾
Series C Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	147,546	$0	I	See Footnote⁽⁴⁾
Series D Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	45,627	$0	I	See Footnote⁽²⁾
Series D Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	456,071	$0	I	See Footnote⁽³⁾
Series D Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	182,374	$0	I	See Footnote⁽⁴⁾
Series E Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	8,296	$0	I	See Footnote⁽²⁾
Series E Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	82,923	$0	I	See Footnote⁽³⁾
Series E Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	33,159	$0	I	See Footnote⁽⁴⁾
Series G Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	1,365	$0	I	See Footnote⁽²⁾
Series G Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	13,650	$0	I	See Footnote⁽³⁾
Series G Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	5,458	$0	I	See Footnote⁽⁴⁾

Explanation of Responses:

1. The shares of Convertible Preferred Stock are convertible into the Issuer's Common Stock on a 1:1 basis and have no expiration date. Immediately upon the close of the Issuer's initial public offering all shares of convertible preferred stock will be automatically converted into shares of Common Stock.

2. The shares are held by Emergence Capital Associates, L.P. Emergence GP Partners, LLC is the sole general partner of Emergence Equity Partners, L.P., which is the sole general partner of each of Emergence Capital Associates, L.P., Emergence Capital Partners, L.P. and Emergence Capital Partners-P.A., L.P. (the "Emergence Capital Entities"). Jason Green and Gordon Ritter are managers of Emergence GP Partners, LLC. Brian Jacobs, a member of the Issuer's board of directors, is a manager of Emergence Equity Partners, L.P. The Reporting Person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.

3. The shares are held by Emergence Capital Partners, L.P. Emergence GP Partners, LLC is the sole general partner of Emergence Equity Partners, L.P., which is the sole general partner of the Emergence Capital Entities. Jason Green and Gordon Ritter are managers of Emergence GP Partners, LLC. Brian Jacobs, a member of the Issuer's board of directors, is a manager of Emergence Equity Partners, L.P. The Reporting Person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.

4. The shares are held by Emergence Capital Partners-P.A., L.P. Emergence GP Partners, LLC is the sole general partner of Emergence Equity Partners, L.P., which is the sole general partner of the Emergence Capital Entities. Jason Green and Gordon Ritter are managers of Emergence GP Partners, LLC. Brian Jacobs, a member of the Issuer's board of directors, is a manager of Emergence Equity Partners, L.P. The Reporting Person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Matthew C. Bonner, Attorney-in-Fact	12/11/2019
	** Signature of Reporting Person	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 5 (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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