ServiceNow CEO vests 4,160 RSUs, 2,236 for taxes

ServiceNow, Inc. (NOW) reported equity compensation activity for Chairman & CEO William R. McDermott.

Rhea-AI Filing Summary

ServiceNow, Inc. (NOW) reported equity compensation activity for Chairman & CEO William R. McDermott. On August 17, 2026, 4,160 Restricted Stock Units converted into 4,160 shares of common stock, reflecting scheduled vesting where each RSU represents one share. Of these, 2,236 shares were relinquished at $117.70 per share to satisfy federal and state tax withholding obligations in accordance with Rule 16b-3, and the remaining shares increased his direct holdings. After this event, McDermott held 8,320 shares of common stock directly and 24,405 shares indirectly through a trust, indicating a combination of direct and trust-based ownership.

Insider Trade Summary

4,160 shares exercised/converted

Exercise 4 txns

Insider McDermott William R

Role Chairman & CEO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F2, F3	4,160	$0.00	$0.00
Exercise	Common Stock	4,160	$0.00	$0.00
Tax Withholding	Common Stock F1	2,236	$117.70	$263K
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 8,320 contracts (Direct); Common Stock — 184,199 shares (Direct); Common Stock — 24,405 shares (Indirect, by Trust)

Footnotes (3)

1. F1. 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.
2. F2. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
3. F3. The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting having occurred on May 17, 2023, and subject to the Reporting Person's continued service to the Issuer on each vesting date.

Key Figures

RSUs Converted: 4,160 shares Shares Withheld for Taxes: 2,236 shares Withholding Price: $117.70 per share +4 more

7 metrics

RSUs Converted 4,160 shares Restricted Stock Units converted into common stock on August 17, 2026

Shares Withheld for Taxes 2,236 shares Shares relinquished to satisfy tax withholding obligations on vesting

Withholding Price $117.70 per share Per-share value for shares withheld for tax obligations

Direct Holdings After Transaction 8,320 shares Common stock directly owned by William R. McDermott after the reported transactions

Indirect Holdings by Trust 24,405 shares Common stock held indirectly by trust for William R. McDermott

RSU Vesting Fraction 1/16th Portion of total RSU grant vesting quarterly, starting May 17, 2023

First Vesting Date May 17, 2023 Date of first quarterly vesting for the restricted stock units

Key Terms

Restricted Stock Units, Rule 16b-3, indirect, by Trust

4 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"

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.

indirect financial

"Common Stock holdings reported as indirect ownership by Trust"

by Trust financial

"total_shares_following_transaction reported as indirect ownership by Trust"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity transactions did ServiceNow (NOW) CEO William R. McDermott report on August 17, 2026?

On August 17, 2026, William R. McDermott had 4,160 RSUs convert into 4,160 common shares. He then relinquished 2,236 shares to cover tax withholding, with the balance adding to his direct holdings.

How many ServiceNow (NOW) shares were withheld for William R. McDermott’s taxes?

William R. McDermott had 2,236 common shares withheld at $117.70 per share to satisfy federal and state tax obligations. The filing states this occurred in connection with the vesting of RSUs under Rule 16b-3.

What are William R. McDermott’s direct ServiceNow (NOW) share holdings after the Form 4 transactions?

Following the reported transactions, William R. McDermott directly held 8,320 shares of ServiceNow common stock. These holdings reflect RSU vesting and related tax-withholding dispositions reported for August 17, 2026.

How many ServiceNow (NOW) shares does William R. McDermott hold indirectly through a trust?

The Form 4 reports that William R. McDermott indirectly holds 24,405 shares of ServiceNow common stock by Trust. These shares are categorized as indirect ownership, separate from his directly held common shares.

What does the RSU vesting schedule look like for ServiceNow (NOW) shares reported for William R. McDermott?

The filing states the restricted stock units vest as to 1/16th of the total shares quarterly. The first vesting occurred on May 17, 2023, subject to McDermott’s continued service on each vesting date.

How many RSUs did William R. McDermott convert into ServiceNow (NOW) common stock?

William R. McDermott converted 4,160 Restricted Stock Units into 4,160 shares of ServiceNow common stock. Each restricted stock unit represents a contingent right to receive one share of the company’s common stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 08/19/2026 - 04:53 PM EDT Learn about SEC filing dates

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)
08/17/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/17/2026		M		4,160	A	$0	186,435	D
Common Stock	08/17/2026		F		2,236(1)	D	$117.7	184,199	D
Common Stock								24,405	I	by Trust

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(2)	08/17/2026		M			4,160	(3)	(3)	Common Stock	4,160	$0	8,320	D

Explanation of Responses:

1. 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.

2. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.

3. The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting having occurred on May 17, 2023, and subject to the Reporting Person's continued service to the Issuer on each vesting date.

Remarks:

	/s/ William R. McDermott by Hossein Nowbar, Attorney-in-Fact	08/19/2026
	** 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)