ServiceNow CFO reports RSU vesting, tax share swap

ServiceNow President and CFO Gina Mastantuono reported routine equity award activity.

Accepted by SEC EDGAR 02/18/2026 - 06:57 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

ServiceNow President and CFO Gina Mastantuono reported routine equity award activity. On February 13, 2026, 2,355 restricted stock units were converted into 2,355 shares of common stock as part of a scheduled vesting. On the same date, 1,168 shares of common stock were relinquished at $107.08 per share to cover federal and state tax withholding obligations related to the RSU vesting. After these transactions, she held 75,426 shares of common stock directly.

Insider Trade Summary

2,355 shares exercised/converted

Exercise 3 txns

Insider Mastantuono Gina

Role President and CFO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	2,355	$0.00	$0.00
Exercise	Common Stock	2,355	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	1,168	$107.08	$125K

Holdings After Transaction: Restricted Stock Units — 18,825 contracts (Direct); Common Stock — 75,426 shares (Direct)

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 1/12th of the total shares quarterly, with the first vesting having occurred on May 15, 2025, and subject to the Reporting Person's continued service to the Issuer on each vesting date.

FAQ

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

What insider transactions did ServiceNow (NOW) report for Gina Mastantuono?

ServiceNow reported that Gina Mastantuono had 2,355 restricted stock units convert into common stock and 1,168 shares relinquished for tax withholding. These transactions reflect routine equity award vesting and associated tax obligations rather than open-market purchases or sales.

Did ServiceNow (NOW) President and CFO Gina Mastantuono sell shares on the open market?

The filing shows no open-market sale by Gina Mastantuono. Instead, 1,168 shares were relinquished at $107.08 per share solely to satisfy federal and state tax withholding obligations arising from restricted stock unit vesting, under Rule 16b-3 treatment.

How many ServiceNow (NOW) shares does Gina Mastantuono hold after these Form 4 transactions?

After the reported transactions, Gina Mastantuono directly holds 75,426 shares of ServiceNow common stock. This reflects the conversion of 2,355 restricted stock units into shares and the concurrent tax-withholding disposition of 1,168 shares for vesting-related tax obligations.

What happened to Gina Mastantuono’s restricted stock units at ServiceNow (NOW)?

On February 13, 2026, 2,355 restricted stock units converted into an equal number of common shares. Each unit represents a contingent right to one share, vesting in quarterly installments, subject to her continued service with ServiceNow on each vesting date.

How do the ServiceNow (NOW) RSUs for Gina Mastantuono vest over time?

The restricted stock units vest in 12 equal quarterly installments of one-twelfth each. The first vesting occurred on May 15, 2025, and ongoing vesting remains conditioned on Gina Mastantuono’s continued service to ServiceNow on each scheduled vesting date.

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

Mastantuono Gina

(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 and CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

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	02/13/2026		M		2,355	A	$0	76,594	D
Common Stock	02/13/2026		F		1,168(1)	D	$107.08	75,426	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	(2)	02/13/2026		M			2,355	(3)	(3)	Common Stock	2,355	$0	18,825	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 1/12th of the total shares quarterly, with the first vesting having occurred on May 15, 2025, and subject to the Reporting Person's continued service to the Issuer on each vesting date.

Remarks:

	/s/ Gina Mastantuono by Russell S. Elmer, Attorney-in-Fact	02/18/2026
	** 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.