Nicholas Tzitzon - Jan 22, 2024 Form 4 Insider Report for ServiceNow, Inc. (NOW)

Role
Chief Strat & Corp Affairs Ofc
Signature
/s/ Nicholas Tzitzon by Russell S. Elmer, Attorney-in-Fact
Stock symbol
NOW
Transactions as of
Jan 22, 2024
Transactions value $
$0
Form type
4
Date filed
1/24/2024, 06:36 PM
Previous filing
Nov 21, 2023
Next filing
Feb 8, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NOW Restricted Stock Units Award $0 +26 +1.77% $0.00 1.49K Jan 22, 2024 Common Stock 26 Direct F1, F2
transaction NOW Restricted Stock Units Award $0 +11.6K $0.00 11.6K Jan 22, 2024 Common Stock 11.6K Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
F2 Additional shares scheduled to vest on February 7, 2024, pursuant to the terms of the performance-based restricted stock units ("RSUs") granted February 8, 2021, based on the Issuer's total shareholder return relative to the S&P 500 for the three years ended December 31, 2023, as determined by the Compensation Committee on January 22, 2024.
F3 Acquired upon achievement of certain performance criteria pursuant to the performance-based RSUs granted February 15, 2023, as determined by the Compensation Committee on January 22, 2024. Shares subject to the RSUs will vest as follows: 30% on February 17, 2024, 15% on each of August 17, 2024 and February 17, 2025, 20% on August 17, 2025, and 20% on February 17, 2026, with such final vesting subject to adjustment based on the Issuer's total shareholder return relative to the S&P 500 for the three years ended December 31, 2025. Such vestings are subject to the reporting person's continued service to the Issuer on each vesting date.