ServiceNow (NYSE: NOW) CEO uses 8,145 shares to pay taxes
Rhea-AI Filing Summary
ServiceNow, Inc. (NOW) reported that Chairman & CEO William R. McDermott had restricted stock units vest on August 14, 2026, converting into 6,275 and 8,877 shares of common stock. To cover related tax withholding obligations, 3,373 and 4,772 shares were relinquished at $124 per share under Rule 16b-3. An indirect trust holding is reported at 24,405 shares of common stock.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 7,007 shares
Net Buy
7 txns
Insider
McDermott William R
Role
Chairman & CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units F2, F3 | 6,275 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F2, F4 | 8,877 | $0.00 | $0.00 |
| Exercise | Common Stock | 6,275 | $0.00 | $0.00 |
| Tax Withholding | Common Stock F1 | 3,373 | $124.00 | $418K |
| Exercise | Common Stock | 8,877 | $0.00 | $0.00 |
| Tax Withholding | Common Stock F1 | 4,772 | $124.00 | $592K |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 126,410 shares (Direct);
Common Stock — 182,275 shares (Direct);
Common Stock — 24,405 shares (Indirect, by Trust)
Footnotes (4)
- 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.
- F2. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
- 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.
- F4. The restricted stock units vest in 12 equal quarterly installments, with the first vesting having occurred on May 15, 2026, and subject to the Reporting Person's continued service to the Issuer on each vesting date.
Key Figures
RSUs converted to common stock (grant 1): 6,275 shares
RSUs converted to common stock (grant 2): 8,877 shares
Shares withheld for taxes (block 1): 3,373 shares
+5 more
8 metrics
RSUs converted to common stock (grant 1)
6,275 shares
Restricted stock units converted into ServiceNow common stock on August 14, 2026
RSUs converted to common stock (grant 2)
8,877 shares
Restricted stock units converted into ServiceNow common stock on August 14, 2026
Shares withheld for taxes (block 1)
3,373 shares
Shares relinquished to cover tax withholding obligations upon RSU vesting
Shares withheld for taxes (block 2)
4,772 shares
Additional shares relinquished to cover tax withholding obligations upon RSU vesting
Tax withholding valuation price
$124.00 per share
Per-share value for shares used to satisfy federal and state tax withholding
Indirect trust holdings after transactions
24,405 shares
Common stock held indirectly by trust as reported in the Form 4
Total RSU exercises
15,152 shares
Aggregate underlying shares from RSUs exercised or converted on August 14, 2026
Shares used for tax obligations
8,145 shares
Aggregate shares delivered to satisfy tax withholding obligations (code F transactions)
Key Terms
Restricted Stock Units, contingent right, tax withholding obligations, Rule 16b-3, +1 more
5 terms
Restricted Stock Units financial
"The restricted stock units vest as to 1/12th 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.
contingent right financial
"Each restricted stock unit represents a contingent right to receive one share"
tax withholding obligations financial
"in exchange for the Issuer's payment of federal and state tax withholding obligations"
Rule 16b-3 regulatory
"resulting from the vesting of RSUs, 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.
by Trust financial
"total_shares_following_transaction 24405.0000 direct_or_indirect I nature_of_ownership by Trust"
FAQ
What insider equity activity did ServiceNow (NOW) disclose for William R. McDermott?
ServiceNow disclosed that Chairman & CEO William R. McDermott had restricted stock units vest into common shares and simultaneously relinquished some shares to satisfy tax withholding obligations. These transactions reflect equity compensation mechanics rather than open-market share purchases or sales.
How many ServiceNow (NOW) RSUs vested for William R. McDermott on August 14, 2026?
On August 14, 2026, McDermott had two RSU tranches vest, converting into 6,275 and 8,877 shares of ServiceNow common stock. Each restricted stock unit represents a contingent right to receive one share of common stock upon vesting.
What indirect ServiceNow (NOW) holdings by trust are reported for McDermott?
The Form 4 reports an indirect holding of 24,405 ServiceNow common shares held by Trust. This entry reflects shares beneficially owned through a trust structure, distinct from McDermott’s directly held equity and RSU-based transactions on the same date.
How frequently do William R. McDermott’s ServiceNow (NOW) RSUs vest?
One RSU grant vests as to 1/12th of the total shares quarterly starting May 15, 2025, while another vests in 12 equal quarterly installments starting May 15, 2026. Each vesting remains subject to McDermott’s continued service to ServiceNow.
AI-generated analysis. How Rhea-AI works. Not financial advice.
