Fipps Paul 4

What Happened

• Paul Fipps, President, Global Customer Operations at ServiceNow (NOW), had performance/restricted stock units converted to common shares on Feb 13, 2026. He was credited with 12,620 shares (5,799 + 6,821) as a result of vested/committee-certified awards.
• To satisfy tax-withholding obligations, 4,568 shares (1,844 + 2,724) were relinquished at an indicated price of $107.08 per share, totaling approximately $489,142. Net shares added to his holdings were 8,052 (12,620 − 4,568). The filings show the conversions as derivative exercises (code M) and the share relinquishments for tax withholding (code F).

Key Details

• Transaction date: February 13, 2026. Withholding price shown: $107.08/share.
• Shares acquired (conversion/exercise of derivatives): 12,620 shares (5,799 and 6,821).
• Shares relinquished for tax withholding: 4,568 shares (1,844 and 2,724) for ~$197,456 and ~$291,686 respectively (total ~$489,142).
• Net shares received: 8,052 shares (approximate implied market value using $107.08 ≈ $862k).
• Footnotes: F1 = shares relinquished to pay federal/state tax withholding per Rule 16b‑3; F2 = each RSU = 1 share; F4/F5 = shares arose from performance-based RSUs after Compensation Committee certification (first of three tranches); F3 notes vesting timing details.
• Filing timeliness: no late-filing flag provided in the supplied excerpt.

Context

• This was not an open-market buy or sale for investment gain but the settlement/vesting of RSUs/performance RSUs and a routine share-withholding to cover taxes (a common, non-directional insider event).
• Derivative code M reflects conversion/exercise of the awards; code F indicates shares were surrendered to satisfy tax obligations (effectively a cashless/withholding settlement). Such transactions reflect compensation realization rather than a purchase decision.