ServiceNow, Inc.·4

Feb 13, 4:09 PM ET

Mastantuono Gina 4

Research Summary

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ServiceNow CFO Gina Mastantuono Receives RSUs; 613 Shares Surrendered

What Happened
Gina Mastantuono, President and Chief Financial Officer of ServiceNow (NOW), had 1,140 restricted stock units (RSUs convert to shares) settle on Feb 12, 2026. To cover tax withholding related to that vesting, she surrendered 613 of those shares to the company at $103.29 per share, generating $63,317. The remaining shares from the settlement were retained.

Key Details

  • Transaction date: February 12, 2026 (reported on Form 4 filed Feb 13, 2026 — timely).
  • Conversion/vesting: 1,140 RSUs converted to 1,140 shares (derivative conversion; transaction code M).
  • Tax withholding: 613 shares surrendered to issuer to satisfy tax obligations at $103.29 each = $63,317 (transaction code F).
  • Footnotes: RSUs represent a contingent right to one share each (F2). These RSUs vest 1/16th quarterly, with the schedule beginning May 12, 2022 (F3). The share surrender was in exchange for the issuer’s payment of the reporting person’s federal and state tax withholding (F1).
  • Shares owned after transaction: Not specified in the Form 4.

Context
This was a routine vesting and tax-withholding event (not an open-market sale). Surrendering shares to cover taxes is a common cashless settlement method and does not necessarily indicate a change in insider sentiment. The key codes: M = exercise/conversion of a derivative (here, RSUs converting to shares), F = shares surrendered for tax withholding.