Nowbar Hossein 4

What Happened
Hossein Nowbar, President and Chief Legal Officer of ServiceNow (NOW), had restricted stock units (RSUs) convert to 5,066 shares on May 15, 2026. To satisfy tax withholding obligations, 1,125 shares (worth $106,954) and 870 shares (worth $82,711) were relinquished to the company at $95.07 per share, totaling about $189,665. Net shares delivered to Mr. Nowbar after withholding were approximately 3,071 shares.

Key Details

• Transaction date: May 15, 2026. Withholding share price: $95.07 per share.
• Vested/converted: 5,066 RSUs → 5,066 shares (reported as derivative exercise/conversion, code M).
• Shares surrendered for taxes: 1,125 shares ($106,954) and 870 shares ($82,711) (code F) — total 1,995 shares, ~$189,665.
• Net shares received: ~3,071 shares (5,066 vested minus 1,995 withheld).
• Footnotes: F1 indicates shares were relinquished to cover federal/state tax withholding per Rule 16b-3. F2–F4 explain that each RSU equals one share and note a 12-quarter (quarterly) vesting schedule (first vestings on Feb 13, 2026 and May 15, 2026 for respective grants).
• Filing timeliness: Report filed May 18, 2026 for a May 15, 2026 vesting — filed within the standard two business days (timely).

Context

• These entries reflect RSU vesting and routine "sell-to-cover" (or share withholding) for taxes, not an open-market sale by the insider. Such withholding is common and does not necessarily signal a buy/sell view of the stock.
• Code meanings: M = exercise/conversion of a derivative (RSU conversion to shares); F = shares surrendered/withheld to pay tax obligations.