ServiceNow (NYSE: NOW) executive settles RSUs and surrenders shares for taxes

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

ServiceNow, Inc. executive Paul Fipps reported routine equity compensation activity tied to restricted stock units (RSUs). On May 7, 2026, RSUs converted into 390 shares of common stock, while 156 shares were relinquished back to the company at $93.59 per share to satisfy federal and state tax withholding obligations, as described under Rule 16b-3.

Following these transactions, Fipps directly holds 8,252.88 shares of ServiceNow common stock. The filing also shows 650 remaining RSUs in one award and 2,280 RSUs in another, each unit representing a contingent right to receive one share of common stock, vesting quarterly in sixteenth installments so long as he continues in service.

Insider Trade Summary

390 shares exercised/converted

Mixed 6 txns

Insider Fipps Paul

Role President, Global Customer Ops

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	320	$0.00	--
Exercise	Restricted Stock Units	70	$0.00	--
Exercise	Common Stock	320	$0.00	--
Tax Withholding	Common Stock	128	$93.59	$12K
Exercise	Common Stock	70	$0.00	--
Tax Withholding	Common Stock	28	$93.59	$3K

Holdings After Transaction: Restricted Stock Units — 2,280 shares (Direct, null); Common Stock — 8,380.88 shares (Direct, null)

Footnotes (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. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting having occurred on May 7, 2024, and subject to the Reporting Person's continued service to the Issuer on each vesting date. The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting having occurred on November 7, 2024, and subject to the Reporting Person's continued service to the Issuer on each vesting date.

Key Figures

RSUs converted: 390 shares Shares relinquished for taxes: 156 shares Implied tax price: $93.59/share +3 more

6 metrics

RSUs converted 390 shares Common stock from RSU vesting on May 7, 2026

Shares relinquished for taxes 156 shares Used to satisfy tax withholding at $93.59 per share

Implied tax price $93.59/share Value used for federal and state tax withholding

Common shares held 8,252.88 shares Direct ServiceNow common stock after May 7, 2026 transactions

Remaining RSUs (grant 1) 650 units Restricted stock units remaining after conversion on grant with May 7, 2024 first vesting

Remaining RSUs (grant 2) 2,280 units Restricted stock units remaining after conversion on grant with November 7, 2024 first vesting

Key Terms

Restricted Stock Units, Rule 16b-3, tax withholding obligations, contingent right, +1 more

5 terms

Restricted Stock Units financial

"The restricted stock units vest as to 1/16th of the total shares quarterly"

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.

tax withholding obligations financial

"payment of federal and state tax withholding obligations of the Reporting Person resulting from the vesting of RSUs"

contingent right financial

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

vesting financial

"The restricted stock units vest as to 1/16th of the total shares quarterly"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

Form 4 Insider Transactions: What Each Field Means →

05/11/2026 - 04:33 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^*

Fipps Paul

(Last)

(First)

(Middle)

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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President, Global Customer Ops

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/07/2026

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)
Common Stock	05/07/2026		M		320	A	$0	8,380.88	D
Common Stock	05/07/2026		F		128⁽¹⁾	D	$93.59	8,252.88	D
Common Stock	05/07/2026		M		70	A	$0	8,322.88	D
Common Stock	05/07/2026		F		28⁽¹⁾	D	$93.59	8,294.88	D

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)
Restricted Stock Units	⁽²⁾	05/07/2026		M			320	⁽³⁾	⁽³⁾	Common Stock	320	$0	2,280	D
Restricted Stock Units	⁽²⁾	05/07/2026		M			70	⁽⁴⁾	⁽⁴⁾	Common Stock	70	$0	650	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 7, 2024, and subject to the Reporting Person's continued service to the Issuer on each vesting date.

4. The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting having occurred on November 7, 2024, and subject to the Reporting Person's continued service to the Issuer on each vesting date.

Remarks:

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

	/s/ Paul Fipps by Hossein Nowbar, Attorney-in-Fact	05/11/2026
	** 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 insider transactions did ServiceNow (NOW) executive Paul Fipps report?

Paul Fipps reported RSU-related transactions, not open-market trades. On May 7, 2026, 390 restricted stock units converted into common shares, and 156 shares were surrendered back to ServiceNow to cover federal and state tax withholding obligations arising from the vesting.

Did Paul Fipps of ServiceNow (NOW) sell shares on the open market?

The filing does not show any open-market sales. Instead, 156 shares were relinquished to ServiceNow at $93.59 per share to pay tax withholding from RSU vesting, which is a standard, non-market tax-settlement mechanism under equity compensation plans.

How many ServiceNow (NOW) shares does Paul Fipps hold after these transactions?

After the May 7, 2026 transactions, Paul Fipps directly holds 8,252.88 shares of ServiceNow common stock. This figure reflects the net result of RSU conversions into shares and shares relinquished to satisfy associated federal and state tax-withholding obligations.

What RSU awards does ServiceNow (NOW) executive Paul Fipps still have outstanding?

The Form 4 shows two RSU awards remaining: 650 units in one grant and 2,280 units in another. Each restricted stock unit represents a contingent right to receive one share of ServiceNow common stock as the awards continue vesting quarterly.

How do Paul Fipps’ ServiceNow (NOW) RSUs vest over time?

The RSUs vest in equal quarterly installments of one-sixteenth of the total shares. One grant began vesting on May 7, 2024, and another on November 7, 2024, with continued vesting conditioned on Paul Fipps’ ongoing service to ServiceNow on each vesting date.

What does the tax-withholding entry mean in the ServiceNow (NOW) Form 4?

The tax-withholding entries show shares given back to ServiceNow instead of cash to pay taxes from RSU vesting. On May 7, 2026, 156 shares were relinquished at $93.59 per share, satisfying federal and state withholding obligations in accordance with Rule 16b-3.