ServiceNow (NOW) CEO McDermott granted 346,920 performance-based stock options

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

ServiceNow, Inc. reported that Chairman & CEO William R. McDermott received a grant of 346,920 employee stock options on April 29, 2026. These options have an exercise price of $697.76 per share, relate to Tranche Six of a Performance Stock Option and expire on October 29, 2031.

The options will vest only if the applicable stock price metric is certified and McDermott is Chief Executive Officer or Executive Chairman on the vesting date. As of April 29, 2026, 1,387,680 options from this award are fully vested and exercisable, and McDermott holds 2,081,520 options following this transaction.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider McDermott William R

Role Chairman & CEO

Type	Security	Shares	Price	Value
Grant/Award	Employee Stock Option (Right to Buy)	346,920	$697.76	$242.07M

Holdings After Transaction: Employee Stock Option (Right to Buy) — 2,081,520 shares (Direct, null)

Footnotes (1)

[object Object]

Key Figures

Options granted: 346,920 options Exercise price: $697.76 per share Expiration date: October 29, 2031 +3 more

6 metrics

Options granted 346,920 options Employee Stock Option grant on April 29, 2026

Exercise price $697.76 per share Exercise price for the 346,920 options

Expiration date October 29, 2031 Option expiry for this tranche

Vested options 1,387,680 options Fully vested and exercisable as of April 29, 2026

Total options held 2,081,520 options Total options following the reported transaction

Performance period end September 30, 2026 End of performance period for the PSO

Key Terms

Performance Stock Option (PSO), subscription revenue metric, stock price performance metrics, vesting date, +1 more

5 terms

Performance Stock Option (PSO) financial

"on October 29, 2021, a Performance Stock Option (PSO) was granted"

subscription revenue metric financial

"certified achievement of the subscription revenue metric for Tranche Six"

stock price performance metrics financial

"may vest only if both subscription revenue and stock price performance metrics are met"

vesting date financial

"on such vesting date"

Employee Stock Option (Right to Buy) financial

"security_title: "Employee Stock Option (Right to Buy)""

Form 4 Insider Transactions: What Each Field Means →

05/01/2026 - 04:06 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

McDermott William R

(Last)

(First)

(Middle)

C/O SERVICENOW, INC.

2225 LAWSON LANE

(Street)

SANTA CLARA

CALIFORNIA

95054

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ServiceNow, Inc. [ NOW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman & CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (Right to Buy)	$697.76	04/29/2026		A		346,920		⁽¹⁾	10/29/2031	Common Stock	346,920	$697.76	2,081,520	D

Explanation of Responses:

1. As the Issuer has previously disclosed, on October 29, 2021, a Performance Stock Option (PSO) was granted to the Reporting Person. The Issuer also disclosed that there are eight separate tranches to the PSO and any tranche may vest only if both subscription revenue and stock price performance metrics are met, in addition to service requirements. The performance period ends September 30, 2026. On April 29, 2026, the Issuer's Compensation Committee certified achievement of the subscription revenue metric for Tranche Six of the PSO. Despite having met this performance metric, the shares for Tranche Six have not yet vested. They may vest, if at all, only if: (i) the achievement of the applicable stock price metric is certified; and (ii) the Reporting Person is either Chief Executive Officer or Executive Chairman of the Issuer on such vesting date. As of April 29, 2026, 1,387,680 of the options are fully vested and remain exercisable.

Remarks:

EXHIBIT LIST: EX-24 2026 Section 16 POA - McDermott

	/s/ William R. McDermott by Hossein Nowbar, Attorney-in-Fact	05/01/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did ServiceNow (NOW) CEO William McDermott report in this Form 4?

William McDermott reported receiving a grant of 346,920 employee stock options. These options are tied to a performance stock option award, carry a $697.76 exercise price, and expire on October 29, 2031, subject to specific performance and service conditions before vesting.

What are the key terms of William McDermott’s new option grant at ServiceNow (NOW)?

The filing shows 346,920 employee stock options at a $697.76 exercise price. The options expire on October 29, 2031 and relate to Tranche Six of a performance stock option, with vesting dependent on stock price and continued leadership conditions.

How is Tranche Six of the ServiceNow (NOW) Performance Stock Option structured?

Tranche Six can vest only if subscription revenue and stock price performance metrics, plus service requirements, are satisfied. As of April 29, 2026, the subscription revenue metric has been certified, but vesting still depends on achieving the stock price metric and McDermott’s continued qualifying role.

Has Tranche Six of McDermott’s Performance Stock Option at ServiceNow (NOW) vested?

The filing states that Tranche Six has not yet vested. Vesting may occur only if the applicable stock price metric is certified and McDermott is either Chief Executive Officer or Executive Chairman of ServiceNow on the eventual vesting date.

How many ServiceNow (NOW) options are already vested and exercisable for William McDermott?

As of April 29, 2026, 1,387,680 options from the performance stock option award are fully vested and exercisable. This figure provides context for his existing equity position alongside the additional 346,920 options reported in this Form 4 transaction.

What is William McDermott’s total option position at ServiceNow (NOW) after this Form 4?

Following the reported grant, McDermott holds 2,081,520 options according to the filing. This total includes both vested and unvested portions of the performance stock option, with vesting of remaining tranches still subject to performance and service conditions.