Kevin Haverty - 17 Nov 2021 Form 4 Insider Report for ServiceNow, Inc. (NOW)

Role: Chief Revenue Officer
Signature: /s/ Kevin Haverty by Russell S. Elmer, Attorney-in-Fact
Issuer symbol: NOW
Transactions as of: 17 Nov 2021
Net transactions value: -$743,834
Form type: 4
Filing time: 19 Nov 2021, 18:20:06 UTC
Previous filing: 16 Nov 2021
Next filing: 26 Jan 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NOW	Common Stock	Options Exercise	$0	+1,950	+12%	$0.000000	18,231	17 Nov 2021	Direct
transaction	NOW	Common Stock	Tax liability	$592,464	-865	-4.7%	$684.93	17,366	17 Nov 2021	Direct	F1
transaction	NOW	Common Stock	Options Exercise	$0	+228	+1.3%	$0.000000	17,594	17 Nov 2021	Direct
transaction	NOW	Common Stock	Tax liability	$69,863	-102	-0.58%	$684.93	17,492	17 Nov 2021	Direct	F1
transaction	NOW	Common Stock	Options Exercise	$0	+267	+1.5%	$0.000000	17,759	17 Nov 2021	Direct
transaction	NOW	Common Stock	Tax liability	$81,507	-119	-0.67%	$684.93	17,640	17 Nov 2021	Direct	F1
holding	NOW	Common Stock						19,110	17 Nov 2021	by Kevin A. Haverty 2014 Irrevocable Insurance Trust

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	Options Exercise	$0	-1,950	-17%	$0.000000	9,745	17 Nov 2021	Common Stock	1,950		Direct	F2, F3
transaction	NOW	Restricted Stock Units	Options Exercise	$0	-228	-10%	$0.000000	2,052	17 Nov 2021	Common Stock	228		Direct	F2, F4
transaction	NOW	Restricted Stock Units	Options Exercise	$0	-267	-10%	$0.000000	2,409	17 Nov 2021	Common Stock	267		Direct	F2, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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.
F2	Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
F3	Acquired upon achievement of certain performance criteria pursuant to the performance-based restricted stock units granted February 18, 2020 under the Issuer's 2012 Equity Incentive Plan. The performance period for the restricted stock units was January 1, 2020 until December 31, 2020, with achievement of the applicable performance criteria subject to determination by the Issuer's Compensation Committee. This determination was obtained on January 26, 2021. As a result, 33.3% of the shares subject to the restricted stock units will vest on February 17, 2021, and 8.3% of the shares subject to the restricted stock units will vest quarterly thereafter until February 17, 2023, subject to the reporting person's continued service to the Issuer on each vesting date.
F4	The restricted stock units vest as to 6.25% of the total shares on May 17, 2020 and thereafter shall vest in equal quarterly installments until February 17, 2024, and subject to the continued service of the Reporting Person on each vesting date.
F5	The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting occurring on May 17, 2020, and subject to the continued service of the Reporting Person on each vesting date.