Filing Details
- Accession Number:
- 0001373715-25-000077
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2025-02-19 16:44:35
- Reporting Period:
- 2025-02-14
- Filing Date:
- 2025-02-19
- Accepted Time:
- 2025-02-19 16:44:35
- 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 | 2025-02-14 | 8,690 | $0.00 | 11,285 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2025-02-14 | 4,671 | $986.63 | 6,614 | No | 4 | F | Direct | |
| Common Stock | Acquisiton | 2025-02-14 | 832 | $0.00 | 7,446 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2025-02-14 | 448 | $986.63 | 6,998 | No | 4 | F | Direct | |
| Common Stock | Disposition | 2025-02-18 | 180 | $985.43 | 6,818 | No | 4 | S | Direct | |
| Common Stock | Disposition | 2025-02-18 | 204 | $987.71 | 6,614 | No | 4 | S | Direct |
| 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 | S | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Restricted Stock Units | Disposition | 2025-02-14 | 8,690 | $0.00 | 8,690 | $0.00 |
| Common Stock | Restricted Stock Units | Disposition | 2025-02-14 | 832 | $0.00 | 832 | $0.00 |
| Common Stock | Restricted Stock Units | Acquisiton | 2025-02-18 | 15,057 | $0.00 | 15,057 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 23,172 | No | 4 | M | Direct | ||
| 6,656 | No | 4 | M | Direct | ||
| 15,057 | No | 4 | A | Direct |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Common Stock | 4,881 | Indirect | by Trust |
Footnotes
- 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.
- 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 19, 2024.
- Represents the aggregate of sales effected on the same day at different prices.
- Represents the weighted average sales price per share. The shares sold at prices ranging from $985.25 to $985.69 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.
- Represents the weighted average sales price per share. The shares sold at prices ranging from $987.705 to $988.00 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.
- Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
- 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.
- 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.
- 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.
- The restricted stock units vest as to 1/12th of the total shares quarterly, with the first vesting occurring on May 15, 2025, and subject to the Reporting Person's continued service to the Issuer on each vesting date.
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