NOW Form 4: Russell Elmer Sells Shares Under 10b5-1 Plan

Rhea-AI Filing Summary

Russell S. Elmer, General Counsel at ServiceNow (NOW), reported a single-item insider sale. On 08/20/2025 Mr. Elmer sold 1,698 shares of ServiceNow common stock at a reported price of $884.26 per share, reducing his direct beneficial ownership to 4,332 shares. The filer states the transaction was executed under a Rule 10b5-1 trading plan adopted May 21, 2025, and the Form 4 was signed on 08/21/2025. The filing contains no derivatives, no amendments, and no additional explanatory details beyond the 10b5-1 plan disclosure.

Positive

• Transaction executed under a Rule 10b5-1 plan (adopted May 21, 2025), indicating pre-arranged, compliant insider trading procedures
• Clear disclosure of remaining direct ownership (4,332 shares), improving transparency

Negative

• Insider sale of 1,698 shares may be viewed negatively by some investors despite being under a 10b5-1 plan

Insights

Corporate Governance Expert

TL;DR: Routine officer sale under a documented 10b5-1 plan; compliance practices appear followed.

The sale of 1,698 shares at $884.26 under a Rule 10b5-1 plan indicates pre-arranged trading by the companys General Counsel rather than opportunistic trading. The filing discloses direct ownership remaining of 4,332 shares and provides the plan adoption date (May 21, 2025). For governance review, this is a standard disclosure showing adherence to insider trading protocols; no additional governance concerns are identified from the Form 4 alone.

Securities Analyst

TL;DR: Small, documented sale by a senior officer; immaterial to company valuation absent other context.

From a market-impact perspective, the transaction is modest in size relative to ServiceNows market capitalization and is reported as executed via a 10b5-1 plan adopted May 21, 2025. The Form 4 lists no options or derivative activity and shows the signer directly retains 4,332 shares. This disclosure is routine and neutral; it does not provide information on company performance or financial guidance.

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
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).

X

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^*

ELMER RUSSELL S

(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)
	General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

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	08/20/2025		S(1)		1,698	D	$884.26	4,332	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

Explanation of Responses:

1. The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 21, 2025.

Remarks:

	/s/ Russell S. Elmer	08/21/2025
	** 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 did ServiceNow (NOW) insider Russell S. Elmer report on the Form 4?

The filing reports a sale of 1,698 shares on 08/20/2025 at a price of $884.26 per share and shows 4,332 shares held following the sale.

Was the sale by the ServiceNow insider part of a trading plan?

Yes. The filer states the transaction was effected pursuant to a Rule 10b5-1 trading plan adopted May 21, 2025.

Does the Form 4 report any derivative transactions for NOW?

No. Table II shows no derivative securities acquired, disposed of, or beneficially owned in this filing.

What is Russell S. Elmers role at ServiceNow as listed on the Form 4?

He is listed as an Officer with the title General Counsel.

When was the Form 4 signed?

The signature block shows the Form 4 was signed on 08/21/2025 by Russell S. Elmer.