Starboard nominates four to BILL Holdings board, including partner Peter Feld, sources say

BILL Holdings

08/09/2025 19:50

Starboard owns 8.5% stake in BILL Holdings, pushes for board shakeup

Board nominees of Starboard bring payments, operational expertise

Starboard partner Peter Feld is among the nominees

By Svea Herbst-Bayliss

NEW YORK, Sept 8 (Reuters) - Starboard Value has nominated four directors, including one of its partners, to the board of BILL Holdings BILL.N, said two people familiar with the matter, as the activist investor pushes the financial automation software company to improve shareholder returns.

Starboard, with an 8.5% stake in BILL Holdings, said in a regulatory filing last week that it would like to see the company unlock value for shareholders and is prepared to shake up the board to achieve that goal.

Four of the company's 12 directors will stand for election at this year's annual meeting. Starboard may nominate as many as four director candidates before the Saturday deadline, Reuters reported last week. BILL Holdings stock surged nearly 10% after Reuters reported Starboard's stake last week.

Starboard nominated four executives who will bring expertise in financial technology, payments, operations and corporate governance, said the people, who asked not to be identified to discuss private matters.

“We have had constructive conversations with Starboard and intend to continue engaging with Starboard to understand their views as we do with other shareholders. We will consider Starboard’s nominees pursuant to established processes,” BILL Holdings told Reuters.

     Starboard's nominees are Peter Feld, a managing member at Starboard who heads research and has served on more than a dozen boards, Liat Ben-Zur, Nancy Disman and Frank Young, the people said.

Ben-Zur is a former Microsoft MSFT.O executive who serves on the board of Compass Group, while Disman had been the chief financial officer at Shift4 Payments FOUR.N until this month and is now rejoining the company's board. Young is a former executive at Global Payments GPN.N and an adviser at Boston Consulting Group. None of the three independent candidates have been nominated to other boards by Starboard.

Since its initial public offering in 2019, the San Jose-headquartered company's shares have gained 30%. This year, however, they are down nearly 40%. The company acknowledged that its stock is undervalued when it announced a $300 million share repurchase plan in August.

Earlier this year, Starboard reached a settlement with software design company Autodesk ADSK.O to add two independent directors to its board. In March, consumer health company Kenvue KVUE.N, the maker of Tylenol and Band-Aids, reached an agreement with Starboard to add its partner and chief investment officer, Jeff Smith, and two independent directors to the board.

(Reporting by Svea Herbst-Bayliss in New York
Editing by Dawn Kopecki and Matthew Lewis)

((svea.herbst@thomsonreuters.com; +617 233 2138; Reuters Messaging: svea.herbst.thomsonreuters.com@reuters.net/))