0001373715-23-000371.txt : 20230815
0001373715-23-000371.hdr.sgml : 20230815
20230815162501
ACCESSION NUMBER: 0001373715-23-000371
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230811
FILED AS OF DATE: 20230815
DATE AS OF CHANGE: 20230815
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: McDermott William R
CENTRAL INDEX KEY: 0001334944
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35580
FILM NUMBER: 231175198
MAIL ADDRESS:
STREET 1: 2225 LAWSON LANE
CITY: SANTA CLARA
STATE: CA
ZIP: 95054
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ServiceNow, Inc.
CENTRAL INDEX KEY: 0001373715
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
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_1692131089.xml
FORM 4
X0508
4
2023-08-11
0
0001373715
ServiceNow, Inc.
NOW
0001334944
McDermott William R
C/O SERVICENOW, INC.
2225 LAWSON LANE
SANTA CLARA
CA
95054
1
1
0
0
Chairman & CEO
0
Common Stock
2023-08-11
4
M
0
4968
0
A
26713
D
Common Stock
2023-08-11
4
F
0
2464
557.44
D
24249
D
Common Stock
2023-08-11
4
M
0
600
0
A
24849
D
Common Stock
2023-08-11
4
F
0
298
557.44
D
24551
D
Common Stock
3600
I
by Trust
Restricted Stock Units
2023-08-11
4
M
0
4968
0
D
Common Stock
4968
18215
D
Restricted Stock Units
2023-08-11
4
M
0
600
0
D
Common Stock
600
6004
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.
1,933 shares previously reported as held indirectly by a grantor retained annuity trust and 1,667 shares previously reported as held directly by the reporting person are now held indirectly by trust of which the reporting person and spouse are co-trustees and beneficiaries.
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 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.
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.
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/ William R. McDermott by Russell S. Elmer, Attorney-in-Fact
2023-08-15