Every 8-K that ServiceNow, Inc. (NOW) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow NOW and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full NOW filings page.
ServiceNow, Inc. reported strong second-quarter 2026 results, with subscription revenues of $3,877 million, up 24.5% year over year, and total revenues of $3,987 million, up 24%. Current remaining performance obligations were $13.20 billion and total remaining performance obligations were $29.0 billion, both up 21%.
GAAP income from operations was $162 million with a 4% margin, while non-GAAP income from operations was $1,173 million with a 29.5% margin. Net income was $298 million, or $0.29 per basic and diluted share, and free cash flow was $634 million with a non-GAAP free cash flow margin of 35%. The company highlighted that ServiceNow AI surpassed $1 billion in annual contract value, completed 123 transactions over $1 million in net new annual contract value, and ended the quarter with 658 customers above $5 million in ACV, while also raising its full year subscription revenues outlook.
ServiceNow, Inc. reported results of its 2026 Annual Shareholders Meeting. Shareholders approved amendments to the Amended and Restated 2021 Equity Incentive Plan, increasing the available share reserve by 38,000,000 shares, expanding the pool for future equity awards.
All director nominees were elected, each receiving several hundred million shares voted in favor. Shareholders gave a non-binding advisory approval of 2025 executive compensation and supported holding future say-on-pay votes every year. They also ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the year ending December 31, 2026.
Shareholders approved the equity plan amendments with 736,442,496 shares voted for and voted against a shareholder proposal seeking the right to act by written consent, with 486,029,473 shares against that proposal.
ServiceNow, Inc. completed an offering of $4,000,000,000 aggregate principal amount of notes. The company issued $750,000,000 of 4.250% Notes due 2028, $600,000,000 of 4.700% Notes due 2031, $650,000,000 of 5.050% Notes due 2033, $1,250,000,000 of 5.400% Notes due 2036, and $750,000,000 of 6.300% Notes due 2056.
The notes were issued under an existing Registration Statement on Form S-3, using a preliminary and final prospectus supplement dated May 12, 2026. ServiceNow entered into an Underwriting Agreement with major investment banks and issued the notes pursuant to an Indenture and First Supplemental Indenture with U.S. Bank Trust Company, National Association, as trustee.
ServiceNow, Inc. entered a new Term Loan Credit Agreement providing an unsecured $4 billion term loan maturing October 16, 2026. The company used the proceeds to fund part of the cash consideration for its acquisition of Armis Security Ltd., and may extend the maturity by up to six months, subject to lender participation.
For Q1 2026, ServiceNow reported subscription revenue of $3,671 million, up 22% year over year (19% in constant currency), and total revenue of $3,770 million, also up 22%. Current remaining performance obligations were $12.64 billion and total remaining performance obligations were $27.7 billion, growing around the mid‑20% range. GAAP income from operations was $503 million (13.5% margin), non‑GAAP income from operations was $1,199 million (32% margin), and GAAP net income was $469 million or $0.45 per diluted share. The company generated $1,670 million in operating cash flow and $1,665 million in free cash flow, and repurchased about 20.1 million shares in Q1, with approximately $4.2 billion remaining under its repurchase program.
ServiceNow, Inc. entered into a new unsecured revolving credit facility of $3 billion maturing on April 1, 2031. The facility can be used for working capital and other general corporate purposes, and the company may increase lender commitments by up to an additional $2 billion under an Incremental Facility, subject to conditions. Borrowings will bear interest based on either U.S. base rates or Secured Overnight Finance Rate for U.S. dollars, and relevant benchmarks for foreign currencies, plus a margin tied to the company’s credit ratings. The company has not drawn any amounts under this facility.
ServiceNow also established a commercial paper program allowing issuance of up to $3 billion in short-term, unsecured notes at any one time. Notes may be issued at a discount or at par with maturities of up to 397 days, and net proceeds are expected to be used for general corporate purposes. As of this report, no commercial paper notes have been issued.
ServiceNow, Inc. reported that several top executives ended their pre-arranged trading plans and that its CEO plans to buy additional shares. The company said William R. McDermott, Gina Mastantuono, Nicholas Tzitzon, Jacqueline Canney and Russell Elmer terminated their Rule 10b5-1 stock trading plans, cancelling all future planned sales of ServiceNow common stock.
ServiceNow also disclosed that on February 13, 2026, Mr. McDermott entered into an agreement with a broker to purchase $3 million of ServiceNow common stock on February 27, 2026 at prevailing market prices, which is the earliest date he can buy shares without triggering short-swing profit rules. The planned purchase will later be reported on a Form 4.
ServiceNow, Inc. appointed Danielle Fontaine as Chief Accounting Officer and Corporate Controller, effective February 17, 2026. On the same date, former Chief Accounting Officer Kevin McBride will become Executive Vice President, Accounting and Corporate Services, taking on new responsibilities.
Fontaine previously served as Assistant Controller at ServiceNow since September 2021, after technical and corporate accounting roles at Alphabet, controllership positions at Gap, and earlier experience at Ernst & Young. Her compensation includes a $420,000 annual base salary, a target annual cash bonus equal to 40% of base salary, and a $1,250,000 restricted stock unit award vesting in equal quarterly installments over four years, conditioned on continued employment.
ServiceNow, Inc. reported that it issued a press release announcing its financial results for the three months and year ended December 31, 2025, furnished as Exhibit 99.1.
The company also announced that its Board of Directors authorized an additional $5.0 billion for its share repurchase program, supplementing approximately $1.4 billion of capacity remaining as of December 31, 2025. Repurchases may be executed at the company’s discretion through various methods and the program has no fixed expiration date and may be suspended or discontinued at any time.
ServiceNow, Inc. reported that it amended the employment agreement with Chairman and CEO William R. McDermott, effective January 1, 2026, confirming he will remain in service to the company through at least December 31, 2030. Over this period he may serve as CEO, co-CEO, Executive Chairman or Non-Executive Chairman, at the Board’s discretion and with his agreement, with compensation aligned to company performance and his responsibilities.
The company also amended its Executive Severance Policy for the CEO, effective January 1, 2026. Following a qualifying termination in connection with a change in control, the CEO becomes eligible for cash severance based on salary and target bonus, extended COBRA benefit payments, and full vesting of unvested RSUs and PRSUs based on actual performance. For qualifying terminations not tied to a change in control, the policy provides reduced cash severance, a current-year bonus, a shorter COBRA benefit period, and partial or pro-rata vesting of equity awards. The policy further details equity treatment upon retirement (subject to conditions), death, or disability.
ServiceNow, Inc. reported that it filed a prospectus supplement to its effective registration statement on Form S-3ASR to cover the resale from time to time by certain stockholders of shares of its common stock. These shares were acquired in connection with ServiceNow’s acquisition of Moveworks, Inc.
The company also filed the legal opinion and related consent of Skadden, Arps, Slate, Meagher & Flom LLP as exhibits, addressing the validity of the shares covered by the prospectus supplement.
ServiceNow, Inc. shareholders approved an Amended and Restated Certificate of Incorporation to implement a 5-for-1 stock split of the company’s common stock, along with a proportionate increase in authorized shares. The amended charter becomes effective at 4:05 p.m. Eastern Time on December 17, 2025.
Each shareholder of record at the close of market on December 16, 2025 will receive four additional shares for every one share held, with the split reflected in accounts on or about December 17, 2025. Trading in ServiceNow’s common stock is expected to begin on a split-adjusted basis on or about December 18, 2025.
At the special meeting on December 5, 2025, the proposal to approve the amended charter received 182,387,630 shares voted for, 61,141 against, and 46,127 abstentions, with no broker non-votes.
ServiceNow, Inc. reported quarterly results for the three months ended September 30, 2025 and announced a proposed 5-for-1 stock split.
The Board approved the split with a proportionate increase in authorized common shares, subject to shareholder approval. A Special Meeting of Shareholders is scheduled for December 5, 2025 to consider an Amended and Restated Certificate of Incorporation to effect the split and increase in authorized shares.
The company furnished a press release as Exhibit 99.1 detailing the quarterly results and the Board’s authorization of the split.
ServiceNow, Inc. filed an amendment to a previously issued prospectus supplement related to its automatic shelf registration statement on Form S-3ASR. The amended prospectus supplement covers the issuance of an additional 609 shares of common stock tied to a post-closing price adjustment under the merger agreement for the acquisition of Logik.io Inc. These shares may be resold from time to time by certain stockholders who received them in that acquisition. The company also filed a legal opinion from Freshfields US LLP regarding the validity of the shares, along with the related consent as an exhibit.