BILL Holdings Inc 2026年季度报告

FORM 10-Q_____________________ (Mark One) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December31, 2025 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 83-2661725 Delaware (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 95002 (Zip Code) Name of each exchange on which registered The New York Stock Exchange Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filingrequirements for the past 90 days. YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles). YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growthcompany" in Rule 12b-2 of the Exchange Act. Large accelerated filer Smaller reporting company Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any newor revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YesNo As of January29, 2026, the registrant had 98,960,440 shares of common stock, $0.00001 par value per share, outstanding. BILL HOLDINGS, INC.TABLE OF CONTENTS Special Note Regarding Forward-Looking Statements Part I. FINANCIAL INFORMATIONItem 1.Financial Statements (Unaudited)Condensed Consolidated Balance SheetsCondensed Consolidated Statements of OperationsCondensed Consolidated Statements of Comprehensive Income (Loss)Condensed Consolidated Statements of Stockholders’ EquityCondensed Consolidated Statements of Cash FlowsNotes to Condensed Consolidated Financial Statements10Note 1 – The Company and Its Significant Accounting Policies10Note 2 – Revenue12Note 3 – Fair Value Measurement13Note 4 – Short-Term Investments and Funds Held for Customers15Note 5 – Acquired Card Receivables17Note 6 – Loans Held for Investment18Note 7 – Debt and Borrowings20Note 8 – Stockholders’ Equity23Note 9 – Other Income, Net25Note 10 – Income Taxes25Note 11 – Commitments and Contingencies26Note 12 - Restructuring26Note 13 – Net Income (Loss) Per Share Attributable to Common Stockholders27Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations28Item 3.Quantitative and Qualitative Disclosures About Market Risk44Item 4.Controls and Procedures46 Item 1.Legal Proceedings48Item 1A.Risk Factors48Item 2.Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities87Item 3.Defaults Upon Senior Securities87Item 4.Mine Safety Disclosures87Item 5.Other Information88Item 6.Exhibits88 SIGNATURES SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q contains forward-looking statements. All statements contained in thisQuarterly Report on Form 10-Q other than statements of historical fact, including statements regarding our futureoperating results and financial position, our business strategy and plans, market growth, and our objectives for futureoperations, are forward-looking statements. The words “believe,” “may,” “will,” “potentially,” “estimate,” “continue,”“anticipate,” “intend,” “could,” “would,” “project,” “target,” “plan,” “expect,” and similar expressions are intended to identifyforward-looking statements. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to,statements about: •our future financial performance, including our expectations regarding our revenue, cost of revenue, grossprofit, and operating expenses, and our ability to sustain and expand profitability;•our business plan and our ability to effectively manage our growth;•our market opportunity, including our total addressable market;•anticipated trends, growth rates, and challenges in our business and in the markets in which we operate;•our ability to further attract, retain, and expand our customer base;•the political, economic, and macroeconomic climate, including economic downturns or recessions,inflation, significant political and regulatory developments or changes in trade policy, i