UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Restricted Stock Units | Â (1) | Â (1) | Common Stock | 2,455 | $ (2) | D | Â |
Restricted Stock Units | Â (3) | Â (3) | Common Stock | 1,250 | $ (2) | D | Â |
Restricted Stock Units | Â (4) | Â (4) | Common Stock | 2,000 | $ (2) | D | Â |
Restricted Stock Units | Â (5) | Â (5) | Common Stock | 750 | $ (2) | D | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Goon Fay Sien C/O SERVICENOW, INC. 2225 LAWSON LANE SANTA CLARA, CA 95054 |
 |  |  Principal Accounting Officer |  |
/s/ Fay Sien Goon by Derk Lupinek, Attorney-in-Fact | 03/07/2019 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Acquired upon achievement of certain performance criteria pursuant to the performance-based restricted stock units granted February 7, 2018 under the Issuer's 2012 Equity Incentive Plan. The performance period for the restricted stock units was January 1, 2018 until December 31, 2018, with achievement of the applicable performance criteria subject to determination by the Issuer's Compensation Committee. This determination was obtained on January 28, 2019. As a result, 33.3% of the shares subject to the restricted stock units will vest on February 7, 2019, and 8.3% of the shares subject to the restricted stock units will vest quarterly thereafter until February 7, 2021. |
(2) | Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. |
(3) | The restricted stock units vest as to 1/8th of the total shares quarterly, with the first vesting occurring on November 17, 2017, and subject to the continued service of the Reporting Person on each vesting date. |
(4) | The restricted stock units vest as to one-forth (1/4th) of the total shares on February 17, 2018 and thereafter shall vest in equal quarterly installments over the next three (3) years. |
(5) | The restricted stock units vest as to one-forth (1/4th) of the total shares on February 12, 2017 and thereafter shall vest in equal quarterly installments over the next three (3) years. |
 Remarks: EXHIBIT LIST: EX-24 FSGoon POA |