0001373715-24-000124.txt : 20240221
0001373715-24-000124.hdr.sgml : 20240221
20240221193207
ACCESSION NUMBER: 0001373715-24-000124
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240216
FILED AS OF DATE: 20240221
DATE AS OF CHANGE: 20240221
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Tzitzon Nicholas
CENTRAL INDEX KEY: 0001891538
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35580
FILM NUMBER: 24661796
MAIL ADDRESS:
STREET 1: 2225 LAWSON LANE
CITY: SANTA CLARA
STATE: CA
ZIP: 95054
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ServiceNow, Inc.
CENTRAL INDEX KEY: 0001373715
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
ORGANIZATION NAME: 06 Technology
IRS NUMBER: 202056195
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2225 LAWSON LANE
CITY: SANTA CLARA
STATE: CA
ZIP: 95054
BUSINESS PHONE: 408-501-8550
MAIL ADDRESS:
STREET 1: 2225 LAWSON LANE
CITY: SANTA CLARA
STATE: CA
ZIP: 95054
FORMER COMPANY:
FORMER CONFORMED NAME: SERVICE-NOW.COM
DATE OF NAME CHANGE: 20060823
4
1
wk-form4_1708561866.xml
FORM 4
X0508
4
2024-02-16
0
0001373715
ServiceNow, Inc.
NOW
0001891538
Tzitzon Nicholas
C/O SERVICENOW, INC.
2225 LAWSON LANE
SANTA CLARA
CA
95054
0
1
0
0
Chief Strat & Corp Affairs Ofc
0
Common Stock
2024-02-16
4
M
0
3476
0
A
6670
D
Common Stock
2024-02-16
4
F
0
1681
765
D
4989
D
Common Stock
2024-02-16
4
M
0
129
0
A
5118
D
Common Stock
2024-02-16
4
F
0
63
765
D
5055
D
Common Stock
2024-02-16
4
M
0
383
0
A
5438
D
Common Stock
2024-02-16
4
F
0
186
765
D
5252
D
Common Stock
2024-02-16
4
M
0
166
0
A
5418
D
Common Stock
2024-02-16
4
F
0
81
765
D
5337
D
Restricted Stock Units
2024-02-16
4
M
0
3476
0
D
Common Stock
3476
8111
D
Restricted Stock Units
2024-02-16
4
M
0
129
0
D
Common Stock
129
386
D
Restricted Stock Units
2024-02-16
4
M
0
383
0
D
Common Stock
383
0
D
Restricted Stock Units
2024-02-16
4
M
0
166
0
D
Common Stock
166
1998
D
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.
Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
Acquired upon achievement of certain performance criteria pursuant to the performance-based restricted stock units granted February 15, 2023 under the Issuer's 2021 Equity Incentive Plan. The performance period for the restricted stock units was January 1, 2023 until December 31, 2023, with achievement of the applicable performance criteria subject to determination by the Issuer's Compensation Committee. This determination was obtained on January 22, 2024.
30% of the shares subject to the restricted stock units will vest on February 17, 2024, 15% of the shares subject to the restricted stock units will vest on each of August 17, 2024 and February 17, 2025, 20% of the shares subject to the restricted stock units will vest on August 17, 2025, and the final vest on February 17, 2026 of 20% of the shares subject to the restricted stock units is subject to adjustment based on the Issuer's 3-year relative total stockholder return performance against the S&P 500 index for the period from January 1, 2023 to December 31, 2025, subject to the reporting person's continued service to the Issuer on each vesting date.
The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting occurring on February 17, 2021, and subject to the continued service of the Reporting Person on each vesting date.
The restricted stock units vest as to one-fourth (1/4th) of the total shares on February 17, 2021 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.
The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting occurring on May 17, 2023, and subject to the Reporting Person's continued service to the Issuer on each vesting date.
/s/ Nicholas Tzitzon by Russell S. Elmer, Attorney-in-Fact
2024-02-21