| SECURITIES AND EXCHANGE
COMMISSION Washington, D.C. 20549 |
SCHEDULE 13G |
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
(Amendment
No. 3
)*
|
BILL Holdings, Inc. (Name of Issuer) |
Common Stock, $0.00001 par value per share (Title of Class of Securities) |
090043100 (CUSIP Number) |
12/31/2024 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule
13d-1(b) |
| Rule
13d-1(c) |
 Rule
13d-1(d) |
SCHEDULE 13G |
| CUSIP No. | 090043100 |
| 1 | Names of Reporting Persons Temasek Holdings (Private) Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization SINGAPORE | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 2,727,304.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 2.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) HC |
Comment for Type of Reporting Person:
Based on 103,496,676 shares of common stock of BILL Holdings, Inc. (the "Issuer") outstanding as of November 1, 2024, as set forth in the Issuer's quarterly report on Form 10-Q filed with the Securities and Exchange Commission (the "Commission") on November 8, 2024.
SCHEDULE 13G |
| CUSIP No. | 090043100 |
| 1 | Names of Reporting Persons Fullerton Management Pte Ltd | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization SINGAPORE | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 2,539,797.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 2.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) HC |
Comment for Type of Reporting Person:
Based on 103,496,676 shares of the Issuer's common stock outstanding as of November 1, 2024, as set forth in the Issuer's quarterly report on Form 10-Q filed with the Commission on November 8, 2024.
SCHEDULE 13G |
| CUSIP No. | 090043100 |
| 1 | Names of Reporting Persons Hotham Investments Pte. Ltd. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization SINGAPORE | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 2,539,797.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 2.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) HC |
Comment for Type of Reporting Person:
Based on 103,496,676 shares of the Issuer's common stock outstanding as of November 1, 2024, as set forth in the Issuer's quarterly report on Form 10-Q filed with the Commission on November 8, 2024.
SCHEDULE 13G |
| CUSIP No. | 090043100 |
| 1 | Names of Reporting Persons Ossa Investments Pte. Ltd. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization SINGAPORE | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 2,539,797.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 2.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) CO |
Comment for Type of Reporting Person:
Based on 103,496,676 shares of the Issuer's common stock outstanding as of November 1, 2024, as set forth in the Issuer's quarterly report on Form 10-Q filed with the Commission on November 8, 2024.
SCHEDULE 13G |
| Item 1. | ||
| (a) | Name of issuer: BILL Holdings, Inc. | |
| (b) | Address of issuer's principal executive
offices: 6220 America Center Drive, Suite 100, San Jose, CA 95002 | |
| Item 2. | ||
| (a) | Name of person filing: (i) Temasek Holdings (Private) Limited ("Temasek");
(ii) Fullerton Management Pte Ltd ("Fullerton");
(iii) Hotham Investments Pte. Ltd. ("Hotham"); and
(iv) Ossa Investments Pte. Ltd. ("Ossa" and, together with Temasek, Fullerton and Hotham, the "Reporting Persons") | |
| (b) | Address or principal business office or, if
none, residence: Each of the Reporting Persons:
60B Orchard Road
#06-18
The Atrium@Orchard
Singapore 238891 | |
| (c) | Citizenship: Each of the Reporting Persons: Singapore | |
| (d) | Title of class of securities: Common Stock, $0.00001 par value per share | |
| (e) | CUSIP No.: 090043100 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o); | |
| (b) | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | |
| (e) | An
investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | |
| (f) | An
employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); | |
| (g) | A
parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); | |
| (h) | A
savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813); | |
| (i) | A
church plan that is excluded from the definition of an investment company under section 3(c)(14)
of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | |
| (j) | A
non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S.
institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: | |
| (k) | Group,
in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned: As of December 31, 2024, Ossa directly owned in aggregate 2,539,797 shares of the Issuer's common stock.
Ossa is a wholly-owned subsidiary of Hotham, which in turn is a wholly-owned subsidiary of Fullerton, which in turn is a wholly-owned subsidiary of Temasek. Fullerton and Hotham, through the ownership described herein, may be deemed to beneficially own the shares of the Issuer's common stock directly owned by Ossa.
Temasek, through the ownership described herein and the indirect 100% ownership of two other entities that directly owned an aggregate of 187,507 shares of the Issuer's common stock as of December 31, 2024, may be deemed to beneficially own in aggregate 2,727,304 shares of the Issuer's common stock, including the 2,539,797 shares of the Issuer's common stock directly owned by Ossa. | |
| (b) | Percent of class: As of December 31, 2024:
Temasek: 2.6%
Fullerton, Hotham and Ossa: 2.4%
The percentages above are based on 103,496,676 shares of the Issuer's common stock outstanding as of November 1, 2024, as set forth in the Issuer's quarterly report on Form 10-Q filed with the Commission on November 8, 2024. % | |
| (c) | Number of shares as to which the person has: | |
| (i) Sole power to vote or to direct the vote: 0 | ||
| (ii) Shared power to vote or to direct the
vote: Temasek: 2,727,304 Fullerton, Hotham and Ossa: 2,539,797 | ||
| (iii) Sole power to dispose or to direct the
disposition of: 0 | ||
| (iv) Shared power to dispose or to direct the
disposition of: Temasek: 2,727,304 Fullerton, Hotham and Ossa: 2,539,797 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
|
Ownership of 5 percent or less of a class | ||
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
| ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
| ||
| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
| ||
| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
| ||
| Item 10. | Certifications: |
Not Applicable
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| SIGNATURE | |
After reasonable inquiry and to the
best of my knowledge and belief, I certify that the information set forth in this statement is
true, complete and correct. |
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