Bill.com Holdings Inc.
01/15/2025 | Press release | Distributed by Public on 01/15/2025 15:16
Management Change/Compensation Form 8 K
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 12, 2025, the Board of Directors (the "Board") of BILL Holdings, Inc. (the "Company") appointed Keri Gohman, 48, and Dan Wernikoff, 53, to serve as directors of the Company, effective as of January 15, 2025. Ms. Gohman and Mr. Wernikoff (the "Directors") will both serve as Class I directors, whose terms will expire at the Company's 2026 annual meeting of stockholders and until such Director's successor shall have been duly elected and qualified, or until such Director's earlier death, resignation, disqualification, or removal. Ms. Gohman will serve on the Audit Committee of the Board and the Compliance and Payments Operations Risks subcommittee thereof, and Mr. Wernikoff will serve on the Compensation Committee of the Board.
Ms. Gohman has served as Board Member and Advisor to CARET, a legal practice management platform, since August 2024. She previously served as Chief Executive Officer of CARET from February 2022 to July 2024. Prior to CARET, Ms. Gohman served as a Partner at Bain Capital Ventures, a technology investment firm, from September 2019 to January 2022. From November 2016 to August 2019, Ms. Gohman held various roles, most recently serving as Chief Platform Business Officer, at Xero Limited, a cloud-based accounting software provider for small and midsize businesses. Ms. Gohman holds a B.A. from Liberty University and an MBA from Lynchburg College.
Mr. Wernikoff served as Chief Executive Officer of LegalZoom.com, Inc., an online legal technology and services company, from September 2019 to July 2024. From 2003 to October 2018, he held various roles at Intuit, Inc., a financial software company, including serving as Executive Vice President and General Manager of both the small business and the consumer groups. Mr. Wernikoff holds a B.A. from Miami University and an MBA from the University of Pittsburgh.
There is no arrangement or understanding between the Directors and any other person pursuant to which the Directors were selected. Neither of the Directors has any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
The Directors will enter into the Company's standard form of Indemnification Agreement, which is attached as Exhibit 10.1 to the Company's Registration Statement on Form S-1 filed with the U.S. Securities and Exchange Commission on November 15, 2019 (File No. 333-234730).
In addition, on January 9, 2025, each of Peter Kight and Scott Wagner notified the Board of their intent to retire from the Board, effective January 15, 2025. Following his retirement from the Board, Mr. Kight will continue to serve in a non-voting, advisory capacity as Director Emeritus. Mr. Kight's and Mr. Wagner's retirements were not a result of any disagreement with the Company over any of its operations, policies or practices.