NOW Form 4: Officer Paul Fipps settles RSUs; 337 shares withheld for taxes
Rhea-AI Filing Summary
Paul Fipps, President, Global Customer Operations at ServiceNow (NOW), reported multiple share transactions tied to restricted stock units and an employee stock purchase. On 08/07/2025 he received shares from vesting and performance-based awards and acquired 6 shares under the company's ESPP on July 31, 2025. To satisfy tax withholding obligations from RSU vesting, he relinquished a total of 337 shares at a per-share withholding price of $874.12.
Table II shows restricted stock units that convert to common stock, including performance-based RSUs granted February 15, 2024 whose performance determination was made February 4, 2025. After the reported transactions the filing lists 998 shares beneficially owned directly and restricted stock units representing 2,579 shares of common stock beneficially owned.
Positive
- Performance-based RSUs were achieved and acquired, reflecting attainment of the applicable performance criteria for awards granted February 15, 2024.
- Employee participation in ESPP with acquisition of 6 shares on July 31, 2025.
Negative
- None.
Insights
Routine insider vesting and tax-withholding activity; not a material liquidity or governance event.
The Form 4 discloses scheduled and performance-driven vesting of restricted stock units for an officer, plus a small ESPP purchase. The reporting person relinquished shares to cover tax withholding at $874.12 per share totaling 337 shares, which is a common administrative outcome of RSU vesting. The filing shows direct ownership of 998 shares and RSUs underlying 2,579 shares. There is no indication of open-market purchases or sales beyond withholding transactions, so this activity is operational compensation settlement rather than a market-direction signal.
Compensation-related equity settlements consistent with company plans; governance implications are routine.
The report documents vesting schedules and the settlement mechanics: time-based and performance-based RSUs, a performance determination for awards granted February 15, 2024, and treatment of shares to satisfy tax obligations. These disclosures align with Rule 16b-3 allowance for such transactions and provide transparency on management equity holdings. No departures, option exercises for cash proceeds, or unusual transfers are reported that would raise governance concerns.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 309 | $0.00 | -- |
| Exercise | Restricted Stock Units | 309 | $0.00 | -- |
| Exercise | Restricted Stock Units | 136 | $0.00 | -- |
| Exercise | Restricted Stock Units | 33 | $0.00 | -- |
| Exercise | Restricted Stock Units | 33 | $0.00 | -- |
| Exercise | Restricted Stock Units | 14 | $0.00 | -- |
| Exercise | Common Stock | 309 | $0.00 | -- |
| Tax Withholding | Common Stock | 124 | $874.12 | $108K |
| Exercise | Common Stock | 309 | $0.00 | -- |
| Tax Withholding | Common Stock | 124 | $874.12 | $108K |
| Exercise | Common Stock | 136 | $0.00 | -- |
| Tax Withholding | Common Stock | 55 | $874.12 | $48K |
| Exercise | Common Stock | 33 | $0.00 | -- |
| Tax Withholding | Common Stock | 14 | $874.12 | $12K |
| Exercise | Common Stock | 33 | $0.00 | -- |
| Tax Withholding | Common Stock | 14 | $874.12 | $12K |
| Exercise | Common Stock | 14 | $0.00 | -- |
| Tax Withholding | Common Stock | 6 | $874.12 | $5K |
Footnotes (1)
- Includes 6 shares acquired under the Issuer's Employee Stock Purchase Plan on July 31, 2025. 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. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. 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. 15% of the shares subject to the restricted stock units will vest on 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. 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. 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. 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.
