ServiceNow (NOW) vice chairman granted 11,587 performance-based RSUs

Rhea-AI Filing Summary

ServiceNow vice chairman Nicholas Tzitzon reported an equity award tied to company performance. On February 9, 2026, he acquired 11,587 restricted stock units (RSUs) at a price of $0, bringing his directly held derivative position to 23,177 RSUs.

Each RSU represents the right to receive one share of ServiceNow common stock. These additional shares are scheduled to vest on February 17, 2026, under performance-based RSUs granted on February 15, 2023, which depend on total shareholder return versus the S&P 500 over the three years ended December 31, 2025.

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

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X

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^*

Tzitzon Nicholas

(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)
	Vice Chairman

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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

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	(1)	02/09/2026		A		11,587		(2)	(2)	Common Stock	11,587	$0	23,177	D

Explanation of Responses:

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

2. Additional shares scheduled to vest on February 17, 2026, pursuant to the terms of the performance-based restricted stock units ("RSUs") granted February 15, 2023, based on the Issuer's total shareholder return relative to the S&P 500 for the three years ended December 31, 2025, as determined by the Compensation Committee on February 9, 2026.

Remarks:

	/s/ Nicholas Tzitzon by Hagen Ganem, Attorney-in-Fact	02/11/2026
	** 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.
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FAQ

What insider transaction did ServiceNow (NOW) report for Nicholas Tzitzon?

ServiceNow reported that vice chairman Nicholas Tzitzon acquired 11,587 restricted stock units on February 9, 2026. The award was recorded at a price of $0 per unit and increased his directly held derivative securities position to a total of 23,177 restricted stock units in the company.

How many ServiceNow (NOW) RSUs does Nicholas Tzitzon hold after this Form 4?

After this transaction, Nicholas Tzitzon beneficially owns 23,177 restricted stock units in ServiceNow. This includes the newly acquired 11,587 RSUs, all held directly. Each RSU represents a contingent right to receive one share of ServiceNow common stock, subject to vesting conditions and performance criteria.

What are the vesting terms of Nicholas Tzitzon’s new ServiceNow (NOW) RSUs?

The additional 11,587 ServiceNow restricted stock units are scheduled to vest on February 17, 2026. They are part of performance-based RSUs granted on February 15, 2023, which depend on ServiceNow’s total shareholder return versus the S&P 500 over the three-year period ending December 31, 2025.

How is the performance of Nicholas Tzitzon’s ServiceNow (NOW) RSUs measured?

Performance for these ServiceNow RSUs is measured by the company’s total shareholder return relative to the S&P 500. The measurement covers the three years ended December 31, 2025, and the Compensation Committee determined the resulting additional shares on February 9, 2026, under the RSU grant terms.

What does each ServiceNow (NOW) restricted stock unit represent for Nicholas Tzitzon?

Each restricted stock unit reported for Nicholas Tzitzon represents a contingent right to receive one share of ServiceNow common stock. Delivery depends on vesting and, for these performance-based RSUs, on achieving specified total shareholder return outcomes compared with the S&P 500 index over the defined performance period.

Is Nicholas Tzitzon’s ServiceNow (NOW) RSU award a purchase or a grant?

The Form 4 classifies the 11,587 restricted stock units as a grant, award, or other acquisition. The transaction code is “A,” and the price per unit is reported as $0, indicating an equity compensation award rather than an open-market stock purchase transaction by Nicholas Tzitzon.