Canney Jacqueline P 4

What Happened

• Jacqueline P. Canney, ServiceNow's Chief People & AI Enablement Officer, had restricted stock units (RSUs) convert into common shares. The filing shows 14,631 shares were acquired on conversion and 6,045 shares were surrendered/withheld to cover tax withholding obligations, valued at $100.74 per share for a total withholding of $608,973. Net shares retained by Canney from this event = 8,586 shares.
• These events are conversions/vesting of equity awards (derivative transactions), not open‑market purchases or discretionary sales by the insider.

Key Details

• Transaction dates: reported as February 6, 2026; Form 4 filed February 10, 2026 (timely within the 2 business‑day window).
• Prices/values: withholding occurred at $100.74 per share; total tax withholding value = $473,679 (4,702 shares) + $135,294 (1,343 shares) = $608,973.
• Shares: 14,631 shares acquired via conversion/exercise (12,001 + 2,630); 6,045 shares disposed/withheld for taxes (4,702 + 1,343); net +8,586 shares.
• Footnotes: F1 confirms the disposals were shares relinquished to cover federal/state tax withholding; F3–F6 indicate these were restricted stock units (including performance‑based RSUs) subject to vesting/certification; F2 and F7 note a 5‑for‑1 stock split (Dec 17, 2025) and that reported share counts reflect the split.
• Shares owned after the transaction are not specified in the provided filing.

Context

• These filings reflect routine issuance/settlement of RSUs and cashless withholding for taxes (common when awards vest), not an open‑market sale signaling a trading decision.
• The filing includes both time‑based and performance‑based RSU references (some tranches required Compensation Committee certification); one footnote indicates the reported tranche was acquired upon committee certification and is the first of two tranches subject to future certification.