ServiceNow, Inc. — Director's Dealing 2012

Jun 28, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ServiceNow, Inc. (NOW)
CIK: 0001373715
Period of Report: 2012-06-28

Reporting Person: Moores Rebecca Ann (10% Owner)
Reporting Person: Rebecca A. Moores Trustee of the Chloe Dahl Moores Irrevocable Personal 2012 Trust (10% Owner)
Reporting Person: Rebecca A. Moores Trustee of the Cyrus N. Moores Irrevocable Personal 2012 Trust (10% Owner)
Reporting Person: Rebecca A. Moores Trustee of the John J. Moores III Irrevocable Personal 2012 Trust (10% Owner)
Reporting Person: Rebecca A. Moores Trustee of the Kiev J. Moores Irrevocable Personal 2012 Trust (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3819	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Convertible Preferred Stock	$		Common Stock (1586920)		Indirect
Series B Convertible Preferred Stock	$		Common Stock (2531856)		Indirect
Series C Convertible Preferred Stock	$		Common Stock (271400)		Indirect
Series C Convertible Preferred Stock	$		Common Stock (88240)		Direct
Series C Convertible Preferred Stock	$		Common Stock (88240)		Direct
Series C Convertible Preferred Stock	$		Common Stock (88240)		Direct
Series C Convertible Preferred Stock	$		Common Stock (88240)		Direct

Footnotes

F1: These securities are shares of Series A Convertible Preferred Stock (the "Series A Shares") of the Issuer, and are convertible at any time into shares of the Issuer's Common Stock at the holder's election. The Series A Shares do not have an expiration date. Upon a Qualified IPO (as defined in Article Fourth, Section B.4(k)(i) of the Issuer's Restated Certificate of Incorporation, as the same may be amended from time to time), each Series A Share will convert into eight shares of Common Stock as shown in column 3.

F2: These securities are shares of Series B Convertible Preferred Stock (the "Series B Shares") of the Issuer, and are convertible at any time into shares of the Issuer's Common Stock at the holder's election. The Series B Shares do not have an expiration date. Upon a Qualified IPO (as defined in Article Fourth, Section B.4(k)(i) of the Issuer's Restated Certificate of Incorporation, as the same may be amended from time to time), each Series B Shares will convert into eight shares of Common Stock as shown in column 3.

F3: These securities are shares of Series C Convertible Preferred Stock (the "Series C Shares") of the Issuer, and are convertible at any time into shares of the Issuer's Common Stock at the holder's election. The Series C Shares do not have an expiration date. Upon a Qualified IPO (as defined in Article Fourth, Section B.4(k)(i) of the Issuer's Restated Certificate of Incorporation, as the same may be amended from time to time), each Series C Shares will convert into eight shares of Common Stock as shown in column 3.

F4: As of the date hereof, Rebecca Ann Moores Family Trust ("RAM Trust") owns 3,819 shares of Common Stock, 198,365 Series A Shares, 316,482 Series B Shares and 33,925 Series C Shares. Ms. Moores is the sole trustee, sole settlor and sole beneficiary of the RAM Trust. Ms. Moores disclaims Section 16 beneficial ownership of the shares of Common Stock, Series A Shares, Series B Shares and Series C Shares held by the RAM Trust (collectively, the "RAM Trust Shares") and this report shall not be deemed an admission that such reporting person is the beneficial owner of such RAM Trust Shares, except to the extent of her pecuniary interest, if any, in the RAM Trust Shares. Investment decisions by the RAM Trust are made by Ms. Moores and the RAM Trust is revocable.

F5: As of the date hereof, the Chloe Dahl Moores Irrevocable Personal 2012 Trust ("Chloe Trust") owns 11,030 Series C Shares. Ms. Moores is the sole trustee of Chloe Trust and the Chloe Trust is irrevocable.

F6: As of the date hereof, the Cyrus N. Moores Irrevocable Personal 2012 Trust ("Cyrus Trust") owns 11,030 Series C Shares. Ms. Moores is the sole trustee of Cyrus Trust and the Cyrus Trust is irrevocable.

F7: As of the date hereof, the John J. Moores III Irrevocable Personal 2012 Trust ("John Trust") owns 11,030 Series C Shares. Ms. Moores is the sole trustee of John Trust and the John Trust is irrevocable.

F8: As of the date hereof, the Kiev J. Moores Irrevocable Personal 2012 Trust ("Kiev Trust") owns 11,030 Series C Shares. Ms. Moores is the sole trustee of Kiev Trust and the Kiev Trust is irrevocable.