11/14/2024 | Press release | Distributed by Public on 11/14/2024 16:39
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | (16) | 11/12/2024 | M | 227 | (17) | (17) | Common Stock | 227 | $ 0 | 1,138 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Smith Paul John C/O SERVICENOW, INC. 2225 LAWSON LANE SANTA CLARA, CA 95054 |
Chief Commercial Officer |
/s/ Paul John Smith by Russell S. Elmer, Attorney-in-Fact | 11/14/2024 |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The transaction(s) reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 13, 2024. |
(2) | Represents the aggregate of sales effected on the same day at different prices. |
(3) | Represents the weighted average sales price per share. The shares sold at prices ranging from $1,028.03 to $1,028.75 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer. |
(4) | Represents the weighted average sales price per share. The shares sold at prices ranging from $1,029.07 to $1,029.81 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer. |
(5) | Represents the weighted average sales price per share. The shares sold at prices ranging from $1,035.43 to $1,035.44 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer. |
(6) | Represents the weighted average sales price per share. The shares sold at prices ranging from $1,036.52 to $1,036.53 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer. |
(7) | Represents the weighted average sales price per share. The shares sold at prices ranging from $1,037.59 to $1,037.60 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer. |
(8) | Represents the weighted average sales price per share. The shares sold at prices ranging from $1,040.03 to $1,040.81 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer. |
(9) | Represents the weighted average sales price per share. The shares sold at prices ranging from $1,041.53 to $1,041.54 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer. |
(10) | Represents the weighted average sales price per share. The shares sold at prices ranging from $1,043.12 to $1,043.13 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer. |
(11) | Represents the weighted average sales price per share. The shares sold at prices ranging from $1,044.50 to $1,044.51 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer. |
(12) | Represents the weighted average sales price per share. The shares sold at prices ranging from $1,047.29 to $1,048.27 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer. |
(13) | Represents the weighted average sales price per share. The shares sold at prices ranging from $1,048.78 to $1,049.66 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer. |
(14) | Represents the weighted average sales price per share. The shares sold at prices ranging from $1,050.28 to $1,050.87 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer. |
(15) | 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 and 2021 Equity Incentive Plans, and does not represent a discretionary trade by the Reporting Person. |
(16) | Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. |
(17) | The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting occurring on May 12, 2022, and subject to the continued service of the Reporting Person on each vesting date. |