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ServiceNow, Inc. Director's Dealing 2020

Aug 6, 2020

29788_dirs_2020-08-06_772976c0-8c3b-416c-adb5-62df8ea3f114.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ServiceNow, Inc. (NOW)
CIK: 0001373715
Period of Report: 2020-07-29

Reporting Person: Haverty Kevin (Chief Revenue Officer)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 16337 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Restricted Stock Units $ Common Stock (11599.0) Direct
Restricted Stock Units $ Common Stock (13253.0) Direct
Restricted Stock Units $ Common Stock (3420.0) Direct
Restricted Stock Units $ Common Stock (4014.0) Direct
Restricted Stock Units $ Common Stock (4141.0) Direct
Restricted Stock Units $ Common Stock (5625.0) Direct

Footnotes

F1: Acquired upon achievement of certain performance criteria pursuant to the performance-based restricted stock units granted February 7, 2018 under the Issuer's 2012 Equity Incentive Plan. The performance period for the restricted stock units was January 1, 2018 until December 31, 2018, with achievement of the applicable performance criteria subject to determination by the Issuer's Compensation Committee. This determination was obtained on January 28, 2019. As a result, 33.3% of the shares subject to the restricted stock units will vest on February 7, 2019, and 8.3% of the shares subject to the restricted stock units will vest quarterly thereafter until February 7, 2021.

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 12, 2019 under the Issuer's 2012 Equity Incentive Plan. The performance period for the restricted stock units was January 1, 2019 until December 31, 2019, with achievement of the applicable performance criteria subject to determination by the Issuer's Compensation Committee. This determination was obtained on January 27, 2020. As a result, 33.3% of the shares subject to the restricted stock units will vest on February 12, 2020, and 8.3% of the shares subject to the restricted stock units will vest quarterly thereafter until February 12, 2022, 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.

F6: The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting occurring on May 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 17, 2018 and thereafter shall vest in equal quarterly installments over the next three (3) years, and subject to the continued service of the Reporting Person on each vesting date.