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ServiceNow CEO converts 8,775 stock units into shares

The Chairman & CEO's RSU conversion included a tax-withholding disposition; separate reported holdings were held indirectly through a trust.

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Form Type
4

Rhea-AI Filing Summary

ServiceNow, Inc.'s Chairman & CEO, William R. McDermott, reported converting 8,775 restricted stock units into 8,775 common shares on November 6, 2026. He relinquished 4,717 shares, reported at $101.97 per share, for the issuer's payment of federal and state tax withholding obligations resulting from RSU vesting. His reported indirect holdings included 24,405 common shares held by a trust.

Insider McDermott William R
Role Chairman & CEO
Type Security Shares Price Value
Exercise Restricted Stock Units F2, F3 8,775 $0.00 $0.00
Exercise Common Stock 8,775 $0.00 $0.00
Tax Withholding Common Stock F1 4,717 $101.97 $481K
Holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 0 units (Direct); Common Stock — 188,257 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 restricted stock units (RSUs), in accordance with Rule 16b-3.
  2. F2. Each RSU represents a contingent right to receive one share of Issuer's common stock.
  3. F3. 3.33% of the shares subject to the RSUs vested on each of May 7, 2024, and August 7, 2024, 3.34% of the shares subject to the RSUs vested on November 7, 2024, and the remaining 90% of the shares subject to the RSUs began vesting quarterly on February 7, 2025, and subject to the Reporting Person's continued service to the Issuer on each vesting date.
Restricted stock units converted 8,775 RSUs November 6, 2026
Common shares acquired 8,775 shares Upon conversion of RSUs on November 6, 2026
Shares relinquished for tax withholding 4,717 shares November 6, 2026; federal and state tax withholding obligations
Reported per-share amount for tax withholding $101.97 per share Shares relinquished on November 6, 2026
Indirect common shares held through a trust 24,405 shares Holding entry dated November 6, 2026
restricted stock units (RSUs) financial
"vesting of restricted stock units (RSUs)"
Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.
Rule 16b-3 regulatory
"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.
contingent right technical
"Each RSU represents a contingent right to receive one share"

FAQ

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

How many NOW shares did William R. McDermott convert and relinquish?

On November 6, 2026, ServiceNow Chairman & CEO William R. McDermott converted 8,775 RSUs into 8,775 common shares and relinquished 4,717 shares, reported at $101.97 per share, for the issuer's payment of federal and state tax withholding obligations.

What was the vesting schedule for McDermott's NOW RSUs?

The RSU vesting schedule provided for 3.33% to vest on May 7, 2024, and August 7, 2024, and 3.34% to vest on November 7, 2024. The remaining 90% began vesting quarterly on February 7, 2025, subject to McDermott's continued service on each vesting date.

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

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SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairman & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/06/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock11/06/2026M8,775A$0192,974D
Common Stock11/06/2026F4,717(1)D$101.97188,257D
Common Stock24,405Iby 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(2)11/06/2026M8,775 (3) (3)Common Stock8,775$00D
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 restricted stock units (RSUs), in accordance with Rule 16b-3.
2. Each RSU represents a contingent right to receive one share of Issuer's common stock.
3. 3.33% of the shares subject to the RSUs vested on each of May 7, 2024, and August 7, 2024, 3.34% of the shares subject to the RSUs vested on November 7, 2024, and the remaining 90% of the shares subject to the RSUs began vesting quarterly on February 7, 2025, 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-Fact11/10/2026
** Signature of Reporting PersonDate
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)

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