ServiceNow, Inc. — Director's Dealing 2019

Nov 14, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ServiceNow, Inc. (NOW)
CIK: 0001373715
Period of Report: 2019-11-12

Reporting Person: Goon Fay Sien (Principal Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-11-12	Common Stock	M	625	—	Acquired	2295	Direct
2019-11-12	Common Stock	F	310	$252.53	Disposed	1985	Direct
2019-11-12	Common Stock	M	790	—	Acquired	2775	Direct
2019-11-12	Common Stock	F	392	$252.53	Disposed	2383	Direct
2019-11-12	Common Stock	M	65	—	Acquired	2448	Direct
2019-11-12	Common Stock	F	33	$252.53	Disposed	2415	Direct
2019-11-12	Common Stock	M	187	—	Acquired	2602	Direct
2019-11-13	Common Stock	S	105	$253.003	Disposed	2497	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-11-12	Restricted Stock Units	$	M	625	Disposed		Common Stock (625.0)	Direct
2019-11-12	Restricted Stock Units	$	M	790	Disposed		Common Stock (790.0)	Direct
2019-11-12	Restricted Stock Units	$	M	65	Disposed		Common Stock (65.0)	Direct
2019-11-12	Restricted Stock Units	$	M	187	Disposed		Common Stock (187.0)	Direct

Footnotes

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: Shares sold to cover tax obligations in connection with the vesting of the RSUs listed in Table II. This sale is mandated by the Issuer's election under its 2012 Equity Incentive Plan, and does not represent a discretionary trade by the Reporting Person.

F3: Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.

F4: The restricted stock units vest as to 12.5% of the total shares on November 12, 2019 and thereafter shall vest in equal quarterly installments, ending on August 12, 2021.

F5: The restricted stock units vest as to 18.75% of the total shares on November 12, 2019 and thereafter shall vest in equal quarterly installments over the next three (3) years.

F6: The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vest occurring on November 12, 2019, and subject to the continued service of the Reporting Person on each vesting date.

F7: The restricted stock units vest as to one-forth (1/4th) of the total shares on February 12, 2017 and thereafter shall vest in equal quarterly installments over the next three (3) years.