ServiceNow, Inc.·4

Feb 13, 4:09 PM ET

McDermott William R 4

4 · ServiceNow, Inc. · Filed Feb 13, 2026

Research Summary

AI-generated summary of this filing

Updated

ServiceNow (NOW) CEO William McDermott Receives RSUs, Surrenders Shares

What Happened William R. McDermott, Chairman & CEO (also a director) of ServiceNow, reported the vesting/conversion of 3,005 restricted stock units (RSUs) into common shares on 2026-02-12. He relinquished 1,495 of those shares to the company to cover federal and state tax withholding at $103.29 per share, generating $154,419. After withholding, McDermott retained a net 1,510 shares. The RSU conversion shows an exercise/conversion code (M) at $0 exercise price (RSUs convert to shares without paying an option price).

Key Details

  • Transaction date: 2026-02-12; Form 4 filed 2026-02-13 (timely filing).
  • Converted: 3,005 RSUs to common stock (code M) at $0.00 per share.
  • Tax withholding: 1,495 shares surrendered (code F) at $103.29/share = $154,419.
  • Net shares received/retained: 1,510 shares (3,005 - 1,495).
  • Footnotes: F1 = shares surrendered to cover withholding per Rule 16b-3; F2 = each RSU = right to one share; F3 = RSUs vest quarterly (1/16th each quarter) beginning May 12, 2022.
  • Filing appears timely (no late filing indicated).

Context This was an award vesting (RSU conversion) and routine tax-withholding transaction, not an open-market purchase or sale for cash beyond the shares surrendered for taxes. Such "sell-to-cover" or surrender-for-tax events are common when equity awards vest and do not by themselves indicate a change in insider sentiment.

Insider Transaction Report

Form 4
Period: 2026-02-12
McDermott William R
DirectorChairman & CEO
Transactions
  • Exercise/Conversion

    Common Stock

    2026-02-12+3,00572,375 total
  • Tax Payment

    Common Stock

    [F1]
    2026-02-12$103.29/sh1,495$154,41970,880 total
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F3]
    2026-02-123,0050 total
    Common Stock (3,005 underlying)
Holdings
  • Common Stock

    (indirect: By Trust)
    24,405
Footnotes (3)
  • [F1]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.
  • [F2]Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
  • [F3]The restricted stock units vested as to 1/16th of the total shares quarterly, with the first vesting having occurred on May 12, 2022.
Signature
/s/ William R. McDermott by Russell S. Elmer, Attorney-in-Fact|2026-02-13

Documents

1 file
  • 4
    wk-form4_1771016984.xmlPrimary

    FORM 4