Fontaine Danielle 4

What Happened

• Danielle Fontaine, Principal Accounting Officer at ServiceNow, was awarded 11,836 restricted stock units (RSUs) on Feb 17, 2026. Those RSUs are recorded as a grant (code A) and are derivative awards (no cash purchase).
• On the same date 485 RSUs converted/exercised into common shares (code M). Of those, 199 shares were surrendered to the company to cover tax withholding at $105.91 per share, generating $21,076 (code F). The remaining 286 shares from that conversion remained issued to the reporting person.

Key Details

• Transaction date: Feb 17, 2026; Form 4 filed Feb 19, 2026 (timely—Form 4s are generally due within 2 business days).
• Grant: 11,836 RSUs awarded (derivative units; no cash paid).
• Conversion/exercise: 485 RSUs converted into common shares (reported as exercise/conversion of derivative).
• Tax withholding: 199 shares surrendered @ $105.91/share = $21,076 to cover withholding obligations (shares relinquished per footnote F1).
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnotes of note:
  • F1: Shares were relinquished to cover federal/state tax withholding from RSU vesting.
  • F2: Each RSU equals one contingent share.
  • F3: The new RSUs vest in 16 equal quarterly installments beginning May 15, 2026 (subject to continued service).
  • F4: The filing also references RSUs with a prior vesting schedule that began May 17, 2023.

Context

• These transactions are primarily an equity award (RSUs) and a routine tax-withholding share surrender—not an open-market sale. The recorded exercise/conversion indicates RSUs converted into shares; the 199-share disposal was to satisfy tax withholding, not a market trade. Grants and tax-withholding dispositions are common in executive compensation and do not by themselves indicate a buy/sell market signal.