ServiceNow (NYSE: NOW) exec nets shares after RSU vesting and tax withholding

Rhea-AI Filing Summary

ServiceNow President, Global Customer Ops, Paul Fipps reported multiple restricted stock unit (RSU) vestings and related tax share withholdings on February 6, 2026. RSU conversions delivered blocks of 3,100, 685, 330 and 75 shares of common stock at an exercise price of $0 per share.

To cover federal and state tax withholding obligations from these vestings, he surrendered 842, 171, 84 and 19 shares at $100.74 per share. After these transactions, he directly owned 5,900.88 ServiceNow common shares, including 124 shares from the employee stock purchase plan, and continued to hold sizeable RSU balances adjusted for a prior 5‑for‑1 stock split.

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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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^*

Fipps Paul

(Last) (First) (Middle)

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, Global Customer Ops

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		3,100	A	$0	5,926.88(1)	D
Common Stock	02/06/2026		F		842(2)	D	$100.74	5,084.88	D
Common Stock	02/06/2026		M		685	A	$0	5,769.88	D
Common Stock	02/06/2026		F		171(2)	D	$100.74	5,598.88	D
Common Stock	02/06/2026		M		330	A	$0	5,928.88	D
Common Stock	02/06/2026		F		84(2)	D	$100.74	5,844.88	D
Common Stock	02/06/2026		M		75	A	$0	5,919.88	D
Common Stock	02/06/2026		F		19(2)	D	$100.74	5,900.88(3)	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	(4)	02/06/2026		M			3,100	(5)	(6)	Common Stock	3,100(7)	$0	8,250	D
Restricted Stock Units	(4)	02/06/2026		M			685	(8)	(6)	Common Stock	685(7)	$0	1,830	D
Restricted Stock Units	(4)	02/06/2026		M			330	(9)	(9)	Common Stock	330(7)	$0	2,600	D
Restricted Stock Units	(4)	02/06/2026		M			75	(10)	(10)	Common Stock	75(7)	$0	720	D

Explanation of Responses:

1. Includes 124 shares acquired under the Issuer's Employee Stock Purchase Plan on January 30, 2026.

2. 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.

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.

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

5. 30% of the shares subject to the restricted stock units vested on February 7, 2025, 15% of the shares subject to the restricted stock units vested on each of August 7, 2025 and February 7, 2026, and 20% of the shares subject to the restricted stock units will vest on each of August 7, 2026, and February 7, 2027, subject to the reporting person's continued service to the Issuer on each vesting date.

6. Acquired upon achievement of certain performance criteria pursuant to the performance-based restricted stock units granted February 15, 2024 under the Issuer's 2021 Equity Incentive Plan. The performance period for the restricted stock units was January 1, 2024 until December 31, 2024, with achievement of the applicable performance criteria subject to determination by the Issuer's Compensation Committee. This determination was obtained on February 4, 2025.

7. The number of securities reported on this Form 4 have been adjusted to reflect the Stock Split.

8. 30% of the shares subject to the restricted stock units vested on February 7, 2025, 15% of the shares subject to the restricted stock units vested on August 7, 2025 and February 7, 2026, and 20% of the shares subject to the restricted stock units will vest on each of August 7, 2026, and February 7, 2027, subject to the reporting person's continued service to the Issuer on each vesting date.

9. The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting having occurred on May 7, 2024, and subject to the Reporting Person's continued service to the Issuer on each vesting date.

10. The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting having occurred on November 7, 2024, and subject to the Reporting Person's continued service to the Issuer on each vesting date.

Remarks:

	/s/ Paul Fipps 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).
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FAQ

What did Paul Fipps report in his latest ServiceNow (NOW) Form 4?

Paul Fipps reported RSU vestings converting into ServiceNow common stock and related tax share withholdings on February 6, 2026. The filing shows multiple RSU-to-stock conversions at $0 exercise price and shares surrendered at $100.74 per share to satisfy federal and state tax obligations.

How many ServiceNow shares did Paul Fipps receive from RSU vesting?

On February 6, 2026, RSU vestings delivered 3,100, 685, 330 and 75 ServiceNow common shares to Paul Fipps. Each restricted stock unit represents the right to receive one share, and these RSUs were granted under the company’s equity incentive plan with performance and service-based vesting conditions.

How many ServiceNow shares were withheld for Paul Fipps’ taxes and at what price?

To cover tax withholding from RSU vestings, 842, 171, 84 and 19 ServiceNow shares were relinquished by Paul Fipps at $100.74 per share. These F-coded transactions represent shares the issuer retained to pay federal and state tax obligations tied to the RSU vesting events.

What is Paul Fipps’ ServiceNow share ownership after these transactions?

Following the February 6, 2026 transactions, Paul Fipps directly owned 5,900.88 ServiceNow common shares. This amount includes 124 shares acquired under the employee stock purchase plan and reflects adjustments from a 5‑for‑1 stock split completed on December 17, 2025, as noted in the footnotes.

What RSU awards and vesting schedules are described in Paul Fipps’ Form 4?

The filing describes performance-based RSUs granted February 15, 2024, with a performance period from January 1 to December 31, 2024 and vesting through February 2027. Additional RSUs vest quarterly in sixteenth increments, with first vest dates on May 7, 2024 and November 7, 2024, subject to continued service.

How did ServiceNow’s stock split affect Paul Fipps’ reported holdings?

ServiceNow completed a 5‑for‑1 stock split on December 17, 2025, giving Paul Fipps four additional shares for each share held on that date. The Form 4 notes that all reported security amounts, including RSUs and common stock holdings, have been adjusted to reflect this stock split.