0001181431-13-013164.txt : 20130227 0001181431-13-013164.hdr.sgml : 20130227 20130227203859 ACCESSION NUMBER: 0001181431-13-013164 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130226 FILED AS OF DATE: 20130227 DATE AS OF CHANGE: 20130227 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Barber Paul V CENTRAL INDEX KEY: 0001294989 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35580 FILM NUMBER: 13648801 MAIL ADDRESS: STREET 1: JMI EQUITY STREET 2: 100 INTERNATIONAL DRIVE, STE 19100 CITY: BALITMORE STATE: MD ZIP: 21202 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ServiceNow, Inc. CENTRAL INDEX KEY: 0001373715 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12225 EL CAMINO REAL STREET 2: SUITE 100 CITY: SAN DIEGO STATE: CA ZIP: 92130 BUSINESS PHONE: 858-720-0477 MAIL ADDRESS: STREET 1: 12225 EL CAMINO REAL STREET 2: SUITE 100 CITY: SAN DIEGO STATE: CA ZIP: 92130 FORMER COMPANY: FORMER CONFORMED NAME: SERVICE-NOW.COM DATE OF NAME CHANGE: 20060823 4 1 rrd372154.xml FORM 4 X0306 4 2013-02-26 0 0001373715 ServiceNow, Inc. NOW 0001294989 Barber Paul V 100 INTERNATIONAL DRIVE, SUITE 19100 BALTIMORE MD 21202 1 0 0 0 Common Stock 2013-02-26 4 S 0 22999 31.15 D 392821 D Represents shares of Common Stock sold by JMI Equity Side Fund, L.P. ("Equity Side Fund"). Immediately following such sale, Equity Side Fund owned an aggregate of 77,952 shares of Common Stock. Mr. Barber is an officer of JMI Equity Side Associates, L.L.C., the general partner of Equity Side Fund. Mr. Barber is a limited partner of Equity Side Fund. Mr. Barber disclaims Section 16 beneficial ownership of the shares held by the Equity Side Fund and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares held by the Equity Side Fund, except to the extent of his pecuniary interest, if any, in the shares held by the Equity Side Fund by virtue of his limited partnership interest in Equity Side Fund. The price reported represents the weighted average sale price of the shares sold. The prices of the shares sold in the reported transaction ranged from $31.00 to $31.38 per share. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares sold at each separate price. Represents shares directly held by Mr. Barber, including shares he received as a result of the pro rata distributions-in-kind made on February 25, 2013 by JMI Equity Fund IV Trust ("Fund IV Trust"), JMI Associates IV Trust ("GP IV Trust"), JMI Equity Fund IV (AI) Trust ("Fund IV (AI) Trust"), JMI Associates IV (AI) Trust ("GP IV (AI) Trust"), JMI Euro Equity Fund IV Trust ("Euro Fund Trust") and JMI Associates Euro IV Trust ("Euro GP Trust"), JMI Equity Fund V Trust ("Fund V Trust"), JMI Associates V Trust ("GP V Trust"), JMI Equity Fund V (AI) Trust ("Fund V (AI) Trust") and JMI Associates V (AI) Trust ("GP V (AI) Trust" and, together with Fund IV Trust, GP IV Trust, Fund IV (AI) Trust, GP IV (AI) Trust, Euro Fund Trust, Euro GP Trust and Fund V (AI) Trust, collectively, the "JMI Trusts"). (Continued in Footnote 4) Mr. Barber's receipt of the foregoing distributed shares was made for no consideration. Each such distribution was exempt from Section 16 of the Securities Exchange Act pursuant to Rule 16a-13. As of the date hereof the JMI Trusts directly hold an aggregate of 16,868,886 shares of Common Stock. The JMI Trusts are irrevocable and Mr. Barber is a co-trustee of the JMI Trusts (other than for Euro Fund Trust) and a beneficiary of the JMI Trusts. Mr. Barber disclaims Section 16 beneficial ownership of the shares held by the JMI Trusts and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares held by the JMI Trusts, except to the extent of his pecuniary interest, if any, in the shares held by the JMI Trusts by virtue of his position as a co-trustee of the JMI Trusts (other than for Euro Fund Trust) and a beneficiary of the JMI Trusts. As of the date hereof, two family trusts for which Mr. Barber may be deemed to control investment decisions (the "Family Trusts") directly hold an aggregate of 73,990 shares of Common Stock, including shares they received in connection with the distributions described in footnotes (3) and (4). Such receipt was made for no consideration, and each such distribution was exempt from Section 16 of the Securities Exchange Act pursuant to Rule 16a-13. The Family Trusts are irrevocable, and one or more beneficiaries of such trusts is an immediate family member of Mr. Barber. Mr. Barber disclaims Section 16 beneficial ownership of the shares held by such trusts and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares held by such trusts, except to the extent of his pecuniary interest, if any, in the shares held by such trusts by virtue of his position with such trusts. /s/ Paul V. Barber 2013-02-27