ServiceNow (NOW) CEO William McDermott Exercises RSUs, Sells Shares

What Happened
William R. McDermott, Chairman and CEO of ServiceNow (NOW), had restricted stock units (RSUs) convert into 15,152 shares on August 14, 2026. To satisfy federal and state tax withholding, 8,145 of those shares were relinquished at a withholding valuation of $124.00 per share (3,373 shares = $418,252; 4,772 shares = $591,728), for total tax withholding of $1,009,980. The transactions resulted in a net increase of approximately 7,007 shares to McDermott’s holdings. These actions reflect routine RSU vesting and tax withholding — not an open-market sale for cash proceeds beyond the withholding.

Key Details

• Transaction date: August 14, 2026; Form 4 filed August 18, 2026 (filing marked late).
• Conversions (code M): 6,275 shares and 8,877 shares converted to common stock (reported at $0 cost because these were RSU settlements).
• Tax withholding (code F): 3,373 and 4,772 shares withheld at $124.00 per share, totaling $418,252 and $591,728 respectively (total $1,009,980).
• Net shares received: ~7,007 (15,152 acquired − 8,145 withheld).
• Shares owned after transaction: not specified in the provided filing.
• Footnotes: F1 = shares relinquished to cover tax withholding; F2 = each RSU equals one share; F3–F4 = vesting schedule notes (RSUs vest in 12 quarterly installments, with first vestings in 2025 and 2026 as applicable).
• Filing timeliness: marked late (transactionTimeliness = 'L').

Context
These records show RSU vesting and the common practice of share withholding to satisfy tax obligations (a form of cashless settlement), not a discretionary open-market sale. Code M denotes conversion/exercise of a derivative (here, RSUs converting to shares); code F indicates shares surrendered to the company for tax withholding. Routine vesting and withholding are generally administrative and do not by themselves indicate insider buying or selling intent.