NOW insider Zavery reports RSU settlement, 338-share sale at $867.24

Rhea-AI Filing Summary

Insider transactions at ServiceNow (NOW): Amit Zavery, President, CPO and COO, reported transactions on 08/15/2025 related to restricted stock units (RSUs) and common stock. He received 627 shares upon vesting of RSUs (transaction code M) and simultaneously surrendered 627 shares to cover federal and state tax withholding, leaving 6,275 shares beneficially owned directly. Separately, 338 shares were disposed of under transaction code F at a price of $867.24, reducing direct holdings to 6,559 shares after that sale. The RSUs vest quarterly at 1/12th increments, with the first vesting on 05/15/2025, subject to continued service. The Form 4 was signed by attorney-in-fact on 08/19/2025.

Positive

• RSU vesting executed indicating compensation plan delivery and retention mechanics functioning
• Tax withholding handled via share surrender which avoids market sale pressure for that portion

Negative

• Reported sale of 338 shares at $867.24 which modestly reduces the insider's direct holdings

Insights

Corporate Governance Expert

TL;DR: Routine executive vesting and tax-withholding-related share surrender plus a small sale; no indication of material shift in ownership.

The transactions reflect standard post-vesting mechanics: 627 RSUs vested and were settled into shares, with those same 627 surrendered to satisfy tax withholding obligations, consistent with Rule 16b-3 practices. The separate sale of 338 shares at $867.24 reduced direct holdings modestly to 6,559 shares. There is no disclosure here of additional option exercises, new grants beyond the described RSU schedule, or any change in control. For governance review, these moves appear routine and tied to compensation administration rather than signaling significant insider repositioning.

Securities Analyst

TL;DR: Insider sold a small position relative to total holdings after RSU vesting; transactions are largely administrative.

The sale of 338 shares at $867.24 represents a modest liquidity event for the reporting person versus total reported direct holdings of 6,559 shares. The relinquishment of 627 vested shares to cover withholding is a non-cash tax settlement and does not indicate market disposition beyond the single disclosed sale. Absent broader pattern or larger dispositions, the disclosed activity is unlikely to materially affect cap table or signal major outlook change.

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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

Zavery Amit

(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)
	President, CPO and COO

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

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	08/15/2025		M		627	A	$0	6,897	D
Common Stock	08/15/2025		F		338(1)	D	$867.24	6,559	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	(2)	08/15/2025		M			627	(3)	(3)	Common Stock	627	$0	6,275	D

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 RSUs, in accordance with Rule 16b-3.

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

3. 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.

Remarks:

	/s/ Amit Zavery by Russell S. Elmer, Attorney-in-Fact	08/19/2025
	** 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.
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.

FAQ

What transactions did Amit Zavery report on the Form 4 for NOW?

He reported 627 vested RSUs settled into shares with 627 shares surrendered for tax withholding and a separate sale of 338 shares at $867.24 on 08/15/2025.

How many shares does Amit Zavery beneficially own after the reported transactions?

He beneficially owns 6,559 shares directly after the sale and withholding transactions, with 6,275 shares shown after RSU settlement prior to the sale.

What does the share surrender for tax withholding mean on this Form 4?

The reporting person relinquished 627 shares to the issuer to satisfy federal and state tax withholding obligations related to RSU vesting, per the filing.

When do the RSUs vest according to the Form 4?

RSUs vest quarterly at 1/12th of the total shares, with the first vesting on 05/15/2025 and subsequent quarterly vesting subject to continued service.

Was the Form 4 signed and when was it filed?

The Form 4 was signed by attorney-in-fact on 08/19/2025 as indicated in the filing.