BILL CEO René Lacerte's Pay Falls To $11.4 Million After Starboard Settlement And Two Executive Exits

The payments software company cut equity grants, reshuffled its leadership and added six directors since the start of 2025.

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BILL CEO René Lacerte's Pay Falls To $11.4 Million After Starboard Settlement And Two Executive Exits

BILL Holdings CEO René Lacerte's fiscal 2026 pay totaled $11,356,364, down from $16,139,836 a year earlier, according to the company's annual proxy filing made Tuesday. The cut arrived alongside the exits of two senior officers and a board reshaped after activist investor Starboard Value LP stepped in; BILL makes a cloud-based finance platform for small and midsize businesses.

Smaller grants, a 57-to-1 pay ratio

Lacerte's pay equals 57 times the $200,142 earned by the median employee, the proxy says. Nearly all of the drop came from stock awards, which fell to $10,074,514 from $14,861,481, while his salary held at $550,000.

The company says the target value of equity awards for Lacerte and John Rettig, now chief strategy and transformation officer, was cut by roughly 35%, and their vesting shortened to three years from four. The proxy says Lacerte's realized pay was 36% below his fiscal 2026 target, and that performance awards tied to total shareholder return from fiscal 2024 were forfeited in July 2026 without vesting.

The cash bonus program paid out at 125.7%. Core revenue hit 100.4% of target, and the profitability measure came in at nearly double its goal, which earned 150% on that half of the formula.

Starboard's seats and two departures

Starboard notified BILL on September 5, 2025, that it planned to nominate four directors. On October 15, 2025, the two sides signed a cooperation agreement that added Peter Feld and Lee Kirkpatrick to the board and had Starboard drop its nomination notice. BILL reimbursed about $573,000 of Starboard's expenses in November 2025.

Six new directors, 50% of the board, have joined since the start of 2025.

Ken Moss, the former chief technology officer, and Mary Kay Bowman, a former executive vice president, left on June 30, 2026, as BILL restructured executive roles. Each got a $225,000 lump sum, and both will advise the CEO through June 30, 2027, with equity continuing to vest. Moss's spouse, a staff software engineer, was paid $258,684 in fiscal 2026 and received about $124,546 in severance after a June 2026 separation agreement.

An AI pivot and a $1 billion buyback

BILL says the pay changes serve a push to become an AI-native company and to cut stock-based compensation from 14% of revenue in fiscal 2026 to 10% in fiscal 2027. Fiscal 2026 revenue was $1.65 billion, up 13%, and adjusted operating income rose 35% to $323.7 million. The company bought back 13.7 million shares for $567.3 million and authorized a new $1 billion repurchase program in May.

As of June 30, 2026, about 479,300 businesses used BILL, which handles payables, receivables and spend management.

Shareholders vote on executive pay at the December 10 annual meeting; about 93% of votes cast backed the proposal at the 2025 meeting.

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