Filing Details

Accession Number:
0000899243-15-002658
Form Type:
4
Zero Holdings:
No
Publication Time:
2015-08-07 19:00:26
Reporting Period:
2015-08-05
Filing Date:
2015-08-07
Accepted Time:
2015-08-07 19:00:26
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1373715 Servicenow Inc. NOW Services-Prepackaged Software (7372) 000000000
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1294989 V Paul Barber 100 International Drive, Suite 19100
Baltimore MD 21202
Yes No No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Disposition 2015-08-05 3,131 $79.23 0 No 4 S Direct
Common Stock Acquisiton 2015-08-05 100,000 $18.00 100,000 No 4 M Direct
Common Stock Disposition 2015-08-05 71,365 $78.46 28,635 No 4 S Direct
Common Stock Acquisiton 2015-08-05 50,000 $36.74 78,635 No 4 M Direct
Common Stock Disposition 2015-08-05 50,000 $78.60 28,635 No 4 S Direct
Common Stock Acquisiton 2015-08-05 7,030 $55.88 35,665 No 4 M Direct
Common Stock Disposition 2015-08-05 7,030 $78.78 28,635 No 4 S Direct
Common Stock Disposition 2015-08-06 7,635 $78.03 21,000 No 4 S Direct
Common Stock Disposition 2015-08-06 21,000 $76.08 0 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Direct
No 4 M Direct
No 4 S Direct
No 4 M Direct
No 4 S Direct
No 4 M Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Director Stock Option (right to buy) Disposition 2012-06-28 100,000 $0.00 100,000 $18.00
Common Stock Director Stock Option (right to buy) Disposition 2013-06-06 50,000 $0.00 50,000 $36.74
Common Stock Stock Option (right to buy) Disposition 2014-07-08 7,030 $0.00 7,030 $55.88
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 2022-06-27 No 4 M Direct
0 2014-06-06 2023-06-05 No 4 M Direct
0 2024-07-08 No 4 M Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 794,291 Indirect See footnote
Footnotes
  1. The proceeds from the sale of shares of common stock will be delivered to JMI Equity Fund IV, L.P. ("Fund IV"), JMI Equity Fund IV (AI), L.P. ("Fund IV (AI)"), JMI Euro Equity Fund IV, L.P. ("Euro Fund" and, together with Fund IV and Fund IV (AI), collectively, the "Equity IV Funds"), JMI Equity Fund V, L.P. ("Fund V") and JMI Equity Fund V (AI), L.P. ("Fund V (AI)" and together with Fund V, collectively the "Equity V Funds") and JMI Equity Side Fund, L.P. ("Equity Side Fund"), pursuant to a contractual obligation of Mr. Barber to assign any compensation received for service as a director on the board of directors of the Issuer, to offset the management fees of the Equity IV Funds, Equity V Funds and Equity Side Fund. Mr. Barber is a managing member of JMI Associates IV, L.L.C. and JMI Associates V, L.L.C., the general partners of the Equity IV Funds and the Equity V Funds, respectively.
  2. (Continued From Footnote 1) Mr. Barber is an officer of JMI Equity Side Associates, L.L.C., the general partner of Equity Side Fund and is a limited partner of Equity Side Fund. Mr. Barber disclaims Section 16 beneficial ownership of the Shares, except to the extent of his pecuniary interest, if any, in the Shares by virtue of his membership interest in JMI Associates IV, L.L.C. and JMI Associates V, L.L.C., or by virtue of his limited partnership interest in Equity Side Fund.
  3. Represents shares held by three family trusts as of the date hereof which Mr. Barber may be deemed to control investment decisions (the "Family Trusts"). The Family Trusts are irrevocable, and one or more beneficiaries of such trusts is an immediate family member of Mr. Barber. Mr. Barber disclaims Section 16 beneficial ownership of the shares held by such trusts and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares held by such trusts, except to the extent of his pecuniary interest, if any, in the shares held by such trusts by virtue of his position with such trusts.
  4. Represents a stock option (the "Option) which vested as to 1/3 of the total number of shares on June 28, 2013 and thereafter vested as to an additional 1/3 of the total number of shares on each of the second and third anniversary of June 28, 2012.
  5. The proceeds from the future sale of shares of common stock issuable upon exercise of the Option (the "Shares") will be delivered to the Equity IV Funds, the Equity V Funds and Equity Side Fund, pursuant to a contractual obligation of Mr. Barber to assign any compensation received for service as a director on the board of directors of the Issuer, to offset the management fees of the Equity IV Funds, Equity V Funds and Equity Side Fund. Mr. Barber is a managing member of JMI Associates IV, L.L.C. and JMI Associates V, L.L.C., the general partners of the Equity IV Funds and the Equity V Funds, respectively.
  6. (Continued From Footnote 5) Mr. Barber is an officer of JMI Equity Side Associates, L.L.C., the general partner of Equity Side Fund and is a limited partner of Equity Side Fund. Mr. Barber disclaims Section 16 beneficial ownership of the Shares, except to the extent of his pecuniary interest, if any, in the Shares by virtue of his membership interest in JMI Associates IV, L.L.C. and JMI Associates V, L.L.C., or by virtue of his limited partnership interest in Equity Side Fund.
  7. The stock option vested and became exercisable on June 10, 2015, the date of the Issuer's next Annual Meeting of Stockholders following the grant date.