ServiceNow (NOW) CFO Mastantuono exercises RSUs, withholds shares for tax payment
Rhea-AI Filing Summary
ServiceNow, Inc. President and CFO Gina Mastantuono reported an equity compensation transaction on August 7, 2026. Restricted stock units representing 3,945 shares of common stock vested and were exercised into the same number of common shares. Of these shares, 2,121 common shares were delivered or withheld at $124.88 per share to satisfy federal and state tax withholding obligations. Following the RSU conversion, 3,950 restricted stock units remained outstanding. A related footnote also states that 78.4656 shares were acquired earlier under the company’s Employee Stock Purchase Plan on July 31, 2026.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 1,824 shares
Net Buy
3 txns
Insider
Mastantuono Gina
Role
President and CFO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units F3, F4 | 3,945 | $0.00 | $0.00 |
| Exercise | Common Stock F1 | 3,945 | $0.00 | $0.00 |
| Tax Withholding | Common Stock F2 | 2,121 | $124.88 | $265K |
Holdings After Transaction:
Restricted Stock Units — 3,950 shares (Direct);
Common Stock — 104,840.4656 shares (Direct)
Footnotes (4)
- F1. Includes 78.4656 shares acquired under the Issuer's Employee Stock Purchase Plan on July 31, 2026.
- F2. 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.
- F3. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
- F4. 3.33% of the shares subject to the restricted stock units vested on each of May 7, 2024, and August 7, 2024, 3.34% of the shares subject to the restricted stock units vested on November 7, 2024, and the remaining 90% of the shares subject to the restricted stock units began vesting quarterly on February 7, 2025, and subject to the reporting person's continued service to the Issuer on each vesting date.
Key Figures
RSUs vested and exercised: 3,945 shares
Shares withheld for taxes: 2,121 shares
Tax withholding price: $124.88 per share
+2 more
5 metrics
RSUs vested and exercised
3,945 shares
Restricted stock units converting into common stock on August 7, 2026
Shares withheld for taxes
2,121 shares
Common stock delivered or withheld to satisfy tax obligations
Tax withholding price
$124.88 per share
Price used for shares delivered or withheld for tax liabilities
RSUs remaining
3,950 units
Restricted stock units remaining outstanding after the reported vesting event
ESPP shares acquired
78.4656 shares
Shares acquired under the Employee Stock Purchase Plan on July 31, 2026
Key Terms
Restricted Stock Units, Rule 16b-3, Employee Stock Purchase Plan
3 terms
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Rule 16b-3 regulatory
"in exchange for the Issuer's payment of federal and state tax withholding obligations...in accordance with Rule 16b-3"
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
Employee Stock Purchase Plan financial
"Includes 78.4656 shares acquired under the Issuer's Employee Stock Purchase Plan"
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
FAQ
What equity transaction did ServiceNow (NOW) executive Gina Mastantuono report?
Gina Mastantuono reported the vesting and exercise of 3,945 restricted stock units into common stock, plus a related tax-withholding share disposition and remaining unvested RSUs, as part of her equity compensation.
How many ServiceNow (NOW) RSUs vested for Gina Mastantuono on August 7, 2026?
On August 7, 2026, 3,945 restricted stock units vested for Gina Mastantuono, each representing a contingent right to receive one share of ServiceNow common stock, and were exercised into the same number of common shares.
How many restricted stock units does the ServiceNow (NOW) executive still hold after this transaction?
After the reported RSU vesting and conversion, Gina Mastantuono is shown holding 3,950 restricted stock units, which continue to vest quarterly subject to her continued service to ServiceNow.
AI-generated analysis. How Rhea-AI works. Not financial advice.