ServiceNow, Inc.·4

Feb 18, 6:57 PM ET

Zavery Amit 4

4 · ServiceNow, Inc. · Filed Feb 18, 2026

Research Summary

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ServiceNow (NOW) President Amit Zavery Receives 3,135-Share Award

What Happened

  • Amit Zavery, President, Chief Product Officer and Chief Operating Officer of ServiceNow, had 3,135 restricted stock units (RSUs) convert into shares on February 13, 2026. Of those, 1,555 shares were surrendered to the company to satisfy federal and state tax withholding obligations at $107.08 per share (total withholding ≈ $166,509). Net shares delivered to Zavery were about 1,580 shares.
  • This transaction was not an open-market buy or sell for investment purposes but routine vesting/settlement of equity awards (cashless withholding to cover taxes).

Key Details

  • Transaction date: February 13, 2026; Form 4 filed February 18, 2026 (filed within the normal two-business-day window).
  • Conversion: 3,135 RSUs converted to shares (code M). Tax withholding: 1,555 shares withheld/disposed at $107.08 each for ~$166,509 (code F).
  • Net shares received: ~1,580 shares (3,135 acquired minus 1,555 withheld).
  • Shares owned after transaction: Not stated in the provided filing details.
  • Footnotes: F1 indicates shares were relinquished to cover tax withholding; F2 confirms each RSU equals one share; F3 notes the RSUs vest 1/12th quarterly (first vesting May 15, 2025) subject to continued service.

Context

  • This is a routine equity award settlement (vesting) with cashless tax withholding — not a market sale or new purchase that signals a change in trading stance. For derivative/RSU conversions, withholding of shares to cover taxes is common and does not necessarily reflect a decision to sell shares on the open market.

Insider Transaction Report

Form 4
Period: 2026-02-13
Zavery Amit
President, CPO and COO
Transactions
  • Exercise/Conversion

    Common Stock

    2026-02-13+3,13568,879 total
  • Tax Payment

    Common Stock

    [F1]
    2026-02-13$107.08/sh1,555$166,50967,324 total
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F3]
    2026-02-133,13525,100 total
    Common Stock (3,135 underlying)
Footnotes (3)
  • [F1]Represents shares relinquished by the Reporting Person in exchange for the Issuer's payment of federal and state tax withholding obligations of the Reporting Person resulting from the vesting of RSUs, in accordance with Rule 16b-3.
  • [F2]Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
  • [F3]The restricted stock units vest as to 1/12th of the total shares quarterly, with the first vesting having occurred on May 15, 2025, and subject to the Reporting Person's continued service to the Issuer on each vesting date.
Signature
/s/ Amit Zavery by Russell S. Elmer, Attorney-in-Fact|2026-02-18

Documents

1 file
  • 4
    wk-form4_1771459065.xmlPrimary

    FORM 4