ServiceNow CFO Gina Mastantuono Exercises RSUs, Withholds 2,121 Shares

What Happened
Gina Mastantuono, President and Chief Financial Officer of ServiceNow (NOW), had 3,945 restricted stock units (RSUs) convert into 3,945 shares on August 7, 2026. To satisfy tax withholding obligations, 2,121 of those shares were surrendered/withheld at an implied value of $124.88 per share, generating approximately $264,870. This was a conversion/vesting event rather than an open-market sale or purchase.

Key Details

• Transaction date: August 7, 2026; Form 4 filed August 11, 2026 (filing flagged as late).
• Acquired: 3,945 shares upon exercise/conversion of RSUs at $0.00 per share (derivative conversion).
• Withheld/Disposed for taxes: 2,121 shares at $124.88 per share = $264,870 (tax withholding/cashless surrender).
• Footnotes: includes 78.4656 shares acquired under the issuer's Employee Stock Purchase Plan (ESPP) on July 31, 2026; the surrendered shares relate to issuer-paid federal/state tax withholding for vested RSUs. Each RSU converts to one share.
• Shares owned after the transactions: not disclosed in the provided filing excerpt.
• Filing timeliness: marked late (transactionTimeliness = 'L') — likely an administrative delay; late filings can reduce transparency for investors.

Context

• This was a vesting/conversion of RSUs with sell-to-cover (tax withholding), a routine administrative action that does not necessarily signal the insider's market view.
• For clarity: "M" indicates exercise/conversion of a derivative (RSU conversion here) and "F" indicates shares used to satisfy tax withholding.