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Amit Zavery of ServiceNow (NYSE: NOW) reports RSU vesting, tax share sale

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

ServiceNow President, CPO and COO Amit Zavery reported RSU vesting and related tax share surrenders. On February 6, 2026, 31,089 and 9,985 restricted stock units converted into common stock at an exercise price of $0. To cover federal and state tax withholding, 13,999 and 4,951 shares were relinquished at $100.74 per share.

After these transactions, Zavery beneficially owned 65,744 shares of ServiceNow common stock. The filing notes a 5-for-1 stock split on December 17, 2025 and explains that 100% of one RSU grant vested on February 7, 2026 following achievement of performance criteria for the 2024–2025 period.

Positive

  • None.

Negative

  • None.
Insider Zavery Amit
Role President, CPO and COO
Type Security Shares Price Value
Exercise Restricted Stock Units 31,089 $0.00 --
Exercise Restricted Stock Units 9,985 $0.00 --
Exercise Common Stock 31,089 $0.00 --
Tax Withholding Common Stock 13,999 $100.74 $1.41M
Exercise Common Stock 9,985 $0.00 --
Tax Withholding Common Stock 4,951 $100.74 $499K
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 74,709 shares (Direct)
Footnotes (1)
  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. On December 17, 2025, the Issuer effected a 5-for-1 stock split of its common stock (the "Stock Split"), which resulted in the reporting person receiving four additional shares for each share of common stock of the Issuer held as of such date. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. 100% of the shares subject to the restricted stock units vested on February 7, 2026. Acquired upon Compensation Committee certification on February 3, 2026, of achievement of performance criteria for the January 1, 2024 through December 31, 2025 performance period under performance-based restricted stock units granted November 15, 2024. 16.75% of the shares subject to the restricted stock units vested on each of February 7, 2025, May 7, 2025, August 7, 2025, and November 7, 2025, and the remaining 33% of the shares subject to the restricted stock units began vesting quarterly on February 7, 2026, and subject to the reporting person's continued service to the Issuer on each vesting date. The number of securities reported on this Form 4 have been adjusted to reflect the Stock Split.
Form 4 Insider Transactions: What Each Field Means →
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*
Zavery Amit
(Last) (First) (Middle)
C/O SERVICENOW, INC.
2225 LAWSON LANE
(Street)
SANTA CLARA CA 95054
(City) (State) (Zip)
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, CPO and COO
3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 02/06/2026 M 31,089 A $0 74,709 D
Common Stock 02/06/2026 F 13,999(1) D $100.74 60,710 D
Common Stock 02/06/2026 M 9,985 A $0 70,695 D
Common Stock 02/06/2026 F 4,951(1) D $100.74 65,744(2) 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (3) 02/06/2026 M 31,089 (4)(5) (4)(5) Common Stock 31,089 $0 0 D
Restricted Stock Units (3) 02/06/2026 M 9,985 (6) (6) Common Stock 9,985(7) $0 29,975 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. On December 17, 2025, the Issuer effected a 5-for-1 stock split of its common stock (the "Stock Split"), which resulted in the reporting person receiving four additional shares for each share of common stock of the Issuer held as of such date.
3. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
4. 100% of the shares subject to the restricted stock units vested on February 7, 2026.
5. Acquired upon Compensation Committee certification on February 3, 2026, of achievement of performance criteria for the January 1, 2024 through December 31, 2025 performance period under performance-based restricted stock units granted November 15, 2024.
6. 16.75% of the shares subject to the restricted stock units vested on each of February 7, 2025, May 7, 2025, August 7, 2025, and November 7, 2025, and the remaining 33% of the shares subject to the restricted stock units began vesting quarterly on February 7, 2026, and subject to the reporting person's continued service to the Issuer on each vesting date.
7. The number of securities reported on this Form 4 have been adjusted to reflect the Stock Split.
Remarks:
/s/ Amit Zavery by Russell S. Elmer, Attorney-in-Fact 02/10/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did ServiceNow (NOW) executive Amit Zavery report in this Form 4?

Amit Zavery reported the vesting of two restricted stock unit grants and related share surrenders for taxes. On February 6, 2026, 31,089 and 9,985 RSUs converted into common stock, with portions of the resulting shares withheld to satisfy federal and state tax obligations.

How many ServiceNow (NOW) shares does Amit Zavery own after the February 2026 transactions?

After the reported transactions, Amit Zavery beneficially owned 65,744 shares of ServiceNow common stock. This balance reflects RSU conversions on February 6, 2026 and shares relinquished at $100.74 per share to cover associated tax withholding obligations on the vested restricted stock units.

Were Amit Zaverys ServiceNow (NOW) share disposals open-market sales?

The disposals were not open-market sales but tax withholdings tied to RSU vesting. The filing states the 13,999 and 4,951 shares were relinquished to cover federal and state tax obligations related to the vesting of restricted stock units, under Rule 16b-3 provisions.

What RSU awards vested for Amit Zavery at ServiceNow (NOW)?

One RSU grant for 31,089 shares vested 100% on February 7, 2026 after performance criteria for January 1, 2024 through December 31, 2025 were certified. Another RSU grant, linked to time-based vesting, continued vesting quarterly beginning February 7, 2026, subject to continued service.

How did ServiceNows stock split affect Amit Zaverys Form 4 numbers?

The filing notes a 5-for-1 stock split effective December 17, 2025. It states the number of securities reported was adjusted so Zavery received four additional shares for each share held as of that date, and all amounts in the Form 4 reflect this stock split.

What price was used for Amit Zaverys ServiceNow (NOW) tax share surrenders?

The shares relinquished to cover tax withholding were valued at $100.74 per share. Specifically, 13,999 and 4,951 common shares were surrendered at that price, allowing ServiceNow to satisfy federal and state tax obligations arising from the vesting of restricted stock units.