0001373715-23-000087.txt : 20230214
0001373715-23-000087.hdr.sgml : 20230214
20230214164717
ACCESSION NUMBER: 0001373715-23-000087
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230210
FILED AS OF DATE: 20230214
DATE AS OF CHANGE: 20230214
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Smith Paul John
CENTRAL INDEX KEY: 0001909194
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35580
FILM NUMBER: 23630805
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
wf-form4_167641118679753.xml
FORM 4
X0306
4
2023-02-10
0
0001373715
ServiceNow, Inc.
NOW
0001909194
Smith Paul John
C/O SERVICENOW, INC.
2225 LAWSON LANE
SANTA CLARA
CA
95054
0
1
0
0
Chief Commercial Officer
Common Stock
2023-02-10
4
M
0
3763
0
A
4125
D
Common Stock
2023-02-10
4
M
0
227
0
A
4352
D
Common Stock
2023-02-13
4
S
0
2257
456.522
D
2095
D
Restricted Stock Units
2023-02-10
4
M
0
3763
0
D
Common Stock
3763.0
8782
D
Restricted Stock Units
2023-02-10
4
M
0
227
0
D
Common Stock
227.0
2730
D
Shares sold to cover tax obligations in connection with the vesting of the RSUs listed in Table II. This sale is mandated by the Issuer's election under its 2012 and 2021 Equity Incentive Plans, and does not represent a discretionary trade by the Reporting Person.
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/ Paul John Smith by Russell S. Elmer, Attorney-in-Fact
2023-02-14