0001373715-23-000341.txt : 20230809 0001373715-23-000341.hdr.sgml : 20230809 20230809161911 ACCESSION NUMBER: 0001373715-23-000341 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230807 FILED AS OF DATE: 20230809 DATE AS OF CHANGE: 20230809 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: 231155457 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_1691612338.xml FORM 4 X0508 4 2023-08-07 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 0 Common Stock 2023-08-07 4 M 0 844 0 A 2821 D Common Stock 2023-08-07 4 M 0 40 0 A 2861 D Common Stock 2023-08-07 4 M 0 23 0 A 2884 D Common Stock 2023-08-08 4 S 0 519 546.965 D 2365 D Restricted Stock Units 2023-08-07 4 M 0 844 0 D Common Stock 844 847 D Restricted Stock Units 2023-08-07 4 M 0 40 0 D Common Stock 40 244 D Restricted Stock Units 2023-08-07 4 M 0 23 0 D Common Stock 23 161 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 7, 2022, 15% of the shares subject to the restricted stock units will vest on each of August 7, 2022 and February 7, 2023, 20% of the shares subject to the restricted stock units will vest on August 7, 2023, and the final vest on February 7, 2024 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, 2021 to December 31, 2023, 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 8, 2021 under the Issuer's 2012 Equity Incentive Plan. The performance period for the restricted stock units was January 1, 2021 until December 31, 2021, with achievement of the applicable performance criteria subject to determination by the Issuer's Compensation Committee. This determination was obtained on January 24, 2022. The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting occurring on May 7, 2021, and subject to the continued service of the Reporting Person on each vesting date. The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting occurring on August 7, 2021, 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 2023-08-09