0001373715-24-000092.txt : 20240214 0001373715-24-000092.hdr.sgml : 20240214 20240214161406 ACCESSION NUMBER: 0001373715-24-000092 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240212 FILED AS OF DATE: 20240214 DATE AS OF CHANGE: 20240214 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ELMER RUSSELL S CENTRAL INDEX KEY: 0001197952 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35580 FILM NUMBER: 24638316 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ServiceNow, Inc. CENTRAL INDEX KEY: 0001373715 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] ORGANIZATION NAME: 06 Technology IRS NUMBER: 202056195 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2225 LAWSON LANE CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: 408-501-8550 MAIL ADDRESS: STREET 1: 2225 LAWSON LANE CITY: SANTA CLARA STATE: CA ZIP: 95054 FORMER COMPANY: FORMER CONFORMED NAME: SERVICE-NOW.COM DATE OF NAME CHANGE: 20060823 4 1 wk-form4_1707945215.xml FORM 4 X0508 4 2024-02-12 0 0001373715 ServiceNow, Inc. NOW 0001197952 ELMER RUSSELL S C/O SERVICENOW, INC. 2225 LAWSON LANE SANTA CLARA CA 95054 0 1 0 0 General Counsel 0 Common Stock 2024-02-12 4 M 0 1130 0 A 6867 D Common Stock 2024-02-12 4 F 0 561 787.35 D 6306 D Common Stock 2024-02-12 4 M 0 136 0 A 6442 D Common Stock 2024-02-12 4 F 0 68 787.35 D 6374 D Restricted Stock Units 2024-02-12 4 M 0 1130 0 D Common Stock 1130 3010 D Restricted Stock Units 2024-02-12 4 M 0 136 0 D Common Stock 136 1092 D 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. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. Acquired upon achievement of certain performance criteria pursuant to the performance-based restricted stock units granted February 15, 2022 under the Issuer's 2021 Equity Incentive Plan. The performance period for the restricted stock units was January 1, 2022 until December 31, 2022, with achievement of the applicable performance criteria subject to determination by the Issuer's Compensation Committee. This determination was obtained on January 23, 2023. 30% of the shares subject to the restricted stock units will vest on February 12, 2023, 15% of the shares subject to the restricted stock units will vest on each of August 12, 2023 and February 12, 2024, 20% of the shares subject to the restricted stock units will vest on August 12, 2024, and the final vest on February 12, 2025 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, 2022 to December 31, 2024, subject to the reporting person's continued service to the Issuer on each vesting date. The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting occurring on May 12, 2022, and subject to the continued service of the Reporting Person on each vesting date. /s/ Russell S. Elmer 2024-02-14