SEC Form 4 · accession 0001209191-15-052926
ServiceNow, Inc. · NOW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Paul V Barber
Director
Period of report
Jun 10, 2015
Accepted (ET)
Jun 12, 2015 · 6:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001373715
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 11, 2015 | M | 3,131 | — | A | 3,131 | D | |
| Common StockF2 | holding | — | — | — | 794,291 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F3 | — | Jun 11, 2015 | M | 3,131 | D | — | — | Common Stock | 3,131 | 0 | D |
| Restricted Stock UnitsF1,F4 | — | Jun 10, 2015 | A | 1,930 | A | — | — | Common Stock | 1,930 | 1,930 | D |
| Director Stock Option (Right to Buy)F5 | $77.70 | Jun 10, 2015 | A | 4,506 | A | — | Jun 10, 2025 | Common Stock | 4,506 | 4,506 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
- F2Represents shares held by three family trusts as of the date hereof which Mr. Barber may be deemed to control investment decisions (the "Family Trusts") and reflects a transfer of 667,690 shares held directly by Mr. Barber to one of the Family Trusts effected on November 25, 2014. The Family Trusts are irrevocable, and one or more beneficiaries of such trusts is an immediate family member of Mr. Barber. Mr. Barber disclaims Section 16 beneficial ownership of the shares held by such trusts and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares held by such trusts, except to the extent of his pecuniary interest, if any, in the shares held by such trusts by virtue of his position with such trusts.
- F3The restricted stock units vested 100% on June 10, 2015, which was the date of the Issuer's annual stockholder meeting, and were distributed on June 11, 2015.
- F4The restricted stock units vest 100% on the earlier of June 10, 2016 and the Issuer's next annual stockholder meeting. Shares of the Issuer's common stock will be delivered to the reporting person upon vesting.
- F5The options vest 100% on the earlier of June 10, 2016 and the Issuer's next annual stockholder's meeting.