Form 4: ServiceNow Executive Awarded 31,089 RSUs

ServiceNow's President, CPO, and COO, Amit Zavery, was awarded 31,089 restricted stock units following the certification of performance criteria.

Summary

• Amit Zavery, President, CPO, and COO of ServiceNow, Inc., acquired 31,089 Restricted Stock Units (RSUs).
• The acquisition occurred on February 3, 2026, following the Compensation Committee's certification of performance criteria achievement.
• The performance period for these RSUs was from January 1, 2024, through December 31, 2025.
• The original performance-based restricted stock units were granted on November 15, 2024.
• Each RSU represents a contingent right to receive one share of ServiceNow's common stock.
• 100% of the shares subject to these RSUs will vest on February 7, 2026, contingent upon Mr. Zavery's continued service to the Issuer on that date.
• The acquisition price for these RSUs was $0, which is typical for RSU grants.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive development, reflecting successful achievement of performance metrics and continued alignment of executive incentives with shareholder interests, which is a standard and healthy corporate practice.

Positives

• The award of 31,089 Restricted Stock Units to a key executive indicates the achievement of performance criteria, reflecting positively on the company's operational execution during the 2024-2025 period.
• This form of compensation aligns the executive's long-term interests with those of the shareholders, as the value of the RSUs is tied to the company's stock performance.

Risks

• The vesting of the 31,089 Restricted Stock Units is contingent upon Amit Zavery's continued service to ServiceNow until the vesting date of February 7, 2026.

Future Outlook

The RSU award and its vesting schedule indicate an expectation of continued service and performance from a key executive, reinforcing stability in leadership and strategic execution.

Industry Context

StockSavvy.ai notes that the granting of performance-based restricted stock units is a common and widely accepted practice in the technology industry for executive compensation. This method is used by companies like Microsoft, Salesforce, and Adobe to incentivize long-term performance and retain key talent, aligning executive interests with shareholder value creation.

Comparison to Industry Standards

• The use of performance-based Restricted Stock Units (RSUs) as executive compensation aligns with global benchmarks in the technology sector, where companies such as Microsoft, Salesforce, and Oracle frequently utilize similar equity awards to incentivize and retain top management.
• The vesting schedule, contingent on continued service and achievement of performance criteria, is a standard mechanism designed to ensure executive commitment and drive strategic objectives, comparable to practices observed at peer companies.

Corporate Governance

Stakeholder Impact

• Shareholders: The RSU award aligns the interests of a key executive with shareholders by tying a significant portion of compensation to the company's stock performance and long-term value creation.
• Employees: The successful achievement of performance criteria and subsequent executive compensation may signal positive company performance and a robust incentive structure.

Next Steps

• The 31,089 Restricted Stock Units are scheduled to vest on February 7, 2026, subject to the reporting person's continued service.

Key Dates

Keywords

ServiceNow, NOW, Amit Zavery, Restricted Stock Units, RSU, Executive Compensation, Insider Transaction, Form 4, Corporate Governance