ELMER RUSSELL S 4
4 · ServiceNow, Inc. · Filed Feb 5, 2026
Research Summary
AI-generated summary of this filing
ServiceNow (NOW) General Counsel Elmer Russell Receives Award
What Happened Elmer Russell, General Counsel of ServiceNow (NOW), was granted/acquired 9,470 performance-based restricted stock units (RSUs) on February 3, 2026. The transaction is reported as an award/acquisition at $0.00 per unit (compensation-based derivative award). These RSUs represent contingent rights to receive one share each and are the first tranche of a two-tranche performance award.
Key Details
- Transaction date: February 3, 2026; filing date: February 5, 2026 (filed on time).
- Transaction type/code: A (Award/Acquisition of derivative securities) — 9,470 RSUs @ $0.00.
- Shares owned after transaction: Not specified in the filing.
- Footnotes:
- Each RSU equals a contingent right to one common share (F1).
- 100% of these RSUs will vest on February 7, 2026, contingent on continued service that day (F2).
- Award was acquired upon Compensation Committee certification of performance for the Jan 1, 2024–Dec 31, 2025 period; this is the first of two tranches, with remaining tranches subject to future certification (F3).
Context These are compensation-based RSUs awarded after the Compensation Committee certified achievement of performance goals; no cash purchase was made (acquisition price reported as $0). Because these are derivative/compensation awards (not open-market buys or sells), they reflect compensation and performance certification rather than an immediate trading signal.
Insider Transaction Report
- Award
Restricted Stock Units
[F1][F2][F3]2026-02-03+9,470→ 9,470 total→ Common Stock (9,470 underlying)
Footnotes (3)
- [F1]Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
- [F2]100% of the shares subject to the restricted stock units will vest on February 7, 2026, subject to the reporting person's continued service to the Issuer on such vesting date.
- [F3]Acquired upon Compensation Committee certification on February 3, 2026, of achievement of performance criteria for the January 1, 2024 through December 31, 2025 performance period under performance-based restricted stock units granted February 15, 2024. Represents the first of two tranches; remaining tranches subject to Compensation Committee certification of future performance.