ServiceNow (NOW) CFO Gina Mastantuono Receives RSUs; Surrenders Shares for Taxes

What Happened

• Gina Mastantuono, President and Chief Financial Officer of ServiceNow (NOW), had 1,595 restricted stock units (RSUs) convert to 1,595 shares on August 17, 2026. The vesting/conversion (derivative code M) was recorded at $0.00 exercise price because these were RSUs.
• To satisfy withholding tax obligations (code F), 858 of the newly issued shares were relinquished at $117.70 per share for a total of $100,987. After withholding, Mastantuono retained 737 shares (1,595 − 858), with an implied retained value of about $86,745 (based on $117.70/share).
• This was a routine vesting and tax-withholding transaction, not an open-market purchase or meaningful sale of shares.

Key Details

• Transaction date: August 17, 2026; Form 4 filed August 19, 2026 (filed timely within the 2-business-day window).
• Vesting/conversion: 1,595 RSUs → 1,595 shares (code M). Tax withholding: 858 shares surrendered at $117.70/share for $100,987 (code F).
• Gross value of vested shares (based on $117.70): ~ $187,732; net value retained after withholding: ~ $86,745.
• Shares owned after transaction: Not specified in the provided excerpt of the filing.
• Footnotes: F1 explains shares were relinquished to cover federal/state withholding; F2 confirms each RSU equals one share; F3 notes the RSUs vest 1/16th quarterly (first vesting May 17, 2023) and are service‑conditioned.

Context

• This was a standard RSU vesting event with a cashless/stock‑settlement tax withholding—common for executives and typically administrative rather than a signal of buying or selling intent.
• Derivative code M indicates conversion/settlement of equity awards (RSUs). The share disposition here was for tax withholding, not an open‑market sale.