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ServiceNow, Inc. 4

Accession 0000899243-15-002658

$NOWCIK 0001373715operating
View on SEC.govCompany Profile

Filed

Aug 6, 8:00 PM ET

Accepted

Aug 7, 7:00 PM ET

Size

29.9 KB

Accession

0000899243-15-002658

Insider Transaction Report

Form 4
Period: 2015-08-05
ServiceNow, Inc.NOW
Barber Paul V
Director
Transactions
  • Sale

    Common Stock

    2015-08-05$78.60/sh−50,000$3,930,000→ 28,635 total
  • Sale

    Common Stock

    2015-08-05$78.78/sh−7,030$553,823→ 28,635 total
  • Sale

    Common Stock

    2015-08-05$79.23/sh−3,131$248,069→ 0 total
  • Sale

    Common Stock

    2015-08-05$78.46/sh−71,365$5,599,298→ 28,635 total
  • Exercise/Conversion

    Common Stock

    2015-08-05$55.88/sh+7,030$392,836→ 35,665 total
  • Sale

    Common Stock

    2015-08-06$78.03/sh−7,635$595,759→ 21,000 total
  • Sale

    Common Stock

    2015-08-06$76.08/sh−21,000$1,597,680→ 0 total
  • Exercise/Conversion

    Director Stock Option (right to buy)

    2012-06-28−100,000→ 0 total
    Exercise: $18.00Exp: 2022-06-27→ Common Stock (100,000 underlying)
  • Exercise/Conversion

    Director Stock Option (right to buy)

    2013-06-06−50,000→ 0 total
    Exercise: $36.74From: 2014-06-06Exp: 2023-06-05→ Common Stock (50,000 underlying)
  • Exercise/Conversion

    Stock Option (right to buy)

    2014-07-08−7,030→ 0 total
    Exercise: $55.88Exp: 2024-07-08→ Common Stock (7,030 underlying)
  • Exercise/Conversion

    Common Stock

    2015-08-05$18.00/sh+100,000$1,800,000→ 100,000 total
  • Exercise/Conversion

    Common Stock

    2015-08-05$36.74/sh+50,000$1,837,000→ 78,635 total
Holdings

  • Common Stock

    (indirect: See footnote)
    794,291
Footnotes (7)
  • [F1]The proceeds from the sale of shares of common stock will be delivered to JMI Equity Fund IV, L.P. ("Fund IV"), JMI Equity Fund IV (AI), L.P. ("Fund IV (AI)"), JMI Euro Equity Fund IV, L.P. ("Euro Fund" and, together with Fund IV and Fund IV (AI), collectively, the "Equity IV Funds"), JMI Equity Fund V, L.P. ("Fund V") and JMI Equity Fund V (AI), L.P. ("Fund V (AI)" and together with Fund V, collectively the "Equity V Funds") and JMI Equity Side Fund, L.P. ("Equity Side Fund"), pursuant to a contractual obligation of Mr. Barber to assign any compensation received for service as a director on the board of directors of the Issuer, to offset the management fees of the Equity IV Funds, Equity V Funds and Equity Side Fund. Mr. Barber is a managing member of JMI Associates IV, L.L.C. and JMI Associates V, L.L.C., the general partners of the Equity IV Funds and the Equity V Funds, respectively.
  • [F2](Continued From Footnote 1) Mr. Barber is an officer of JMI Equity Side Associates, L.L.C., the general partner of Equity Side Fund and is a limited partner of Equity Side Fund. Mr. Barber disclaims Section 16 beneficial ownership of the Shares, except to the extent of his pecuniary interest, if any, in the Shares by virtue of his membership interest in JMI Associates IV, L.L.C. and JMI Associates V, L.L.C., or by virtue of his limited partnership interest in Equity Side Fund.
  • [F3]Represents shares held by three family trusts as of the date hereof which Mr. Barber may be deemed to control investment decisions (the "Family Trusts"). 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.
  • [F4]Represents a stock option (the "Option) which vested as to 1/3 of the total number of shares on June 28, 2013 and thereafter vested as to an additional 1/3 of the total number of shares on each of the second and third anniversary of June 28, 2012.
  • [F5]The proceeds from the future sale of shares of common stock issuable upon exercise of the Option (the "Shares") will be delivered to the Equity IV Funds, the Equity V Funds and Equity Side Fund, pursuant to a contractual obligation of Mr. Barber to assign any compensation received for service as a director on the board of directors of the Issuer, to offset the management fees of the Equity IV Funds, Equity V Funds and Equity Side Fund. Mr. Barber is a managing member of JMI Associates IV, L.L.C. and JMI Associates V, L.L.C., the general partners of the Equity IV Funds and the Equity V Funds, respectively.
  • [F6](Continued From Footnote 5) Mr. Barber is an officer of JMI Equity Side Associates, L.L.C., the general partner of Equity Side Fund and is a limited partner of Equity Side Fund. Mr. Barber disclaims Section 16 beneficial ownership of the Shares, except to the extent of his pecuniary interest, if any, in the Shares by virtue of his membership interest in JMI Associates IV, L.L.C. and JMI Associates V, L.L.C., or by virtue of his limited partnership interest in Equity Side Fund.
  • [F7]The stock option vested and became exercisable on June 10, 2015, the date of the Issuer's next Annual Meeting of Stockholders following the grant date.

Documents

1 file

Issuer

ServiceNow, Inc.

CIK 0001373715

→
Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001373715

Filing Metadata

Form type
4
Filed
Aug 6, 8:00 PM ET
Accepted
Aug 7, 7:00 PM ET
Size
29.9 KB
View on SEC.gov