Filing Details

Accession Number:
0001373715-24-000127
Form Type:
4
Zero Holdings:
No
Publication Time:
2024-02-21 19:34:16
Reporting Period:
2024-02-16
Accepted Time:
2024-02-21 19:34:16
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1373715 Servicenow Inc. NOW () 4
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1334944 R William Mcdermott C/O Servicenow, Inc.
2225 Lawson Lane
Santa Clara CA 95054
Chairman & Ceo Yes Yes 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 Acquisiton 2024-02-16 17,379 $0.00 30,097 No 4 M Direct
Common Stock Disposition 2024-02-16 8,617 $765.00 21,480 No 4 F Direct
Common Stock Acquisiton 2024-02-16 612 $0.00 22,092 No 4 M Direct
Common Stock Disposition 2024-02-16 304 $765.00 21,788 No 4 F Direct
Common Stock Acquisiton 2024-02-16 832 $0.00 22,620 No 4 M Direct
Common Stock Disposition 2024-02-16 413 $765.00 22,207 No 4 F Direct
Common Stock Disposition 2024-02-20 5,030 $753.08 17,177 No 4 S Direct
Common Stock Disposition 2024-02-20 500 $739.01 29,989 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 1,840 $740.26 28,149 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 1,800 $741.31 26,349 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 2,032 $742.56 24,317 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 1,812 $743.47 22,505 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 2,705 $744.46 19,800 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 2,200 $745.42 17,600 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 3,468 $746.50 14,132 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 4,074 $747.73 10,058 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 1,800 $748.97 8,258 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 2,450 $750.06 5,808 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 2,933 $751.06 2,875 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 1,718 $752.04 1,157 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 218 $752.75 939 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 300 $754.72 639 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 239 $757.66 400 No 4 S Indirect by Trust
Common Stock Disposition 2024-02-20 400 $759.29 0 No 4 S Indirect by Trust
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Direct
No 4 F Direct
No 4 M Direct
No 4 F Direct
No 4 M Direct
No 4 F Direct
No 4 S Direct
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
No 4 S Indirect by Trust
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Restricted Stock Units Disposition 2024-02-16 17,379 $0.00 17,379 $0.00
Common Stock Restricted Stock Units Disposition 2024-02-16 612 $0.00 612 $0.00
Common Stock Restricted Stock Units Disposition 2024-02-16 832 $0.00 832 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
40,551 No 4 M Direct
0 No 4 M Direct
9,984 No 4 M Direct
Footnotes
  1. Represents shares relinquished by the Reporting Person in exchange for the Issuer's payment of federal and state tax withholding obligations of the Reporting Person resulting from the vesting of RSUs, in accordance with Rule 16b-3.
  2. The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person, Bill McDermott, on August 31, 2023. Subsequent to the transactions reported on this Form 4, Mr. McDermott retains a large equity stake in ServiceNow, including 17,177 vested shares and over 100,000 vested but unexercised options. Mr. McDermott also has approximately 32,000 additional shares scheduled to vest by year end.
  3. Represents the aggregate of sales effected on the same day at different prices.
  4. Represents the weighted average sales price per share. The shares sold at prices ranging from $738.80 to $739.32 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  5. Represents the weighted average sales price per share. The shares sold at prices ranging from $739.85 to $740.80 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  6. Represents the weighted average sales price per share. The shares sold at prices ranging from $740.90 to $741.86 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  7. Represents the weighted average sales price per share. The shares sold at prices ranging from $741.98 to $742.97 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  8. Represents the weighted average sales price per share. The shares sold at prices ranging from $742.98 to $743.85 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  9. Represents the weighted average sales price per share. The shares sold at prices ranging from $743.98 to $744.96 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  10. Represents the weighted average sales price per share. The shares sold at prices ranging from $744.99 to $745.81 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  11. Represents the weighted average sales price per share. The shares sold at prices ranging from $746.03 to $747.01 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  12. Represents the weighted average sales price per share. The shares sold at prices ranging from $747.26 to $748.21 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  13. Represents the weighted average sales price per share. The shares sold at prices ranging from $748.52 to $749.48 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  14. Represents the weighted average sales price per share. The shares sold at prices ranging from $749.58 to $750.48 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  15. Represents the weighted average sales price per share. The shares sold at prices ranging from $750.64 to $751.62 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  16. Represents the weighted average sales price per share. The shares sold at prices ranging from $751.65 to $752.62 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  17. Represents the weighted average sales price per share. The shares sold at prices ranging from $752.74 to $752.77 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  18. Represents the weighted average sales price per share. The shares sold at prices ranging from $754.17 to $755.00 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  19. Represents the weighted average sales price per share. The shares sold at prices ranging from $757.66 to $757.67 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  20. Represents the weighted average sales price per share. The shares sold at prices ranging from $759.28 to $759.29 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
  21. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
  22. 30% of the shares subject to the restricted stock units will vest on February 17, 2024, 15% of the shares subject to the restricted stock units will vest on each of August 17, 2024 and February 17, 2025, 20% of the shares subject to the restricted stock units will vest on August 17, 2025, and the final vest on February 17, 2026 of 20% of the shares subject to the restricted stock units is subject to adjustment based on the Issuer's 3-year relative total stockholder return performance against the S&P 500 index for the period from January 1, 2023 to December 31, 2025, subject to the reporting person's continued service to the Issuer on each vesting date.
  23. Acquired upon achievement of certain performance criteria pursuant to the performance-based restricted stock units granted February 15, 2023 under the Issuer's 2021 Equity Incentive Plan. The performance period for the restricted stock units was January 1, 2023 until December 31, 2023, with achievement of the applicable performance criteria subject to determination by the Issuer's Compensation Committee. This determination was obtained on January 22, 2024.
  24. The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting occurring on May 17, 2020, and subject to the continued employment of the Reporting Person as CEO on each vesting date.
  25. The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting occurring on May 17, 2023, and subject to the Reporting Person's continued service to the Issuer on each vesting date.