Sec Form 4 Filing - McGee Daniel @ ServiceNow, Inc. - 2014-08-07

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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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1. Name and Address of Reporting Person
McGee Daniel
2. Issuer Name and Ticker or Trading Symbol
ServiceNow, Inc. [ NOW]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Operating Officer
(Last) (First) (Middle)
C/O SERVICENOW, INC., 3260 JAY STREET
3. Date of Earliest Transaction (MM/DD/YY)
08/07/2014
(Street)
SANTA CLARA, CA95054
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/25/2014 M 50,000 A $ 3 85,041 D
Common Stock 08/25/2014 S 50,000 ( 1 ) D $ 58.7693 ( 2 ) 35,041 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units ( 3 ) 08/07/2014 A 50,000 ( 4 ) ( 4 ) Common Stock 50,000 $ 0 50,000 D
Employee Stock Option (Right to Buy) $ 3 08/25/2014 M 50,000 ( 5 )( 6 ) 08/14/2021 Common Stock 50,000 $ 0 355,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
McGee Daniel
C/O SERVICENOW, INC.
3260 JAY STREET
SANTA CLARA, CA95054
Chief Operating Officer
Signatures
/s/ Daniel R. McGee by Ethan Christensen, Attorney-in-Fact 08/27/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the aggregate of sales effected on the same day at different prices.
( 2 )Represents the weighted average sales price per share. The shares sold at prices ranging from $58.77 to $58.84 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
( 3 )Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
( 4 )The restricted stock units vest quarterly in 8 equal installments beginning on August 7, 2015. Shares of the issuer's common stock will be delivered to the reporting person upon vesting.
( 5 )Immediately exercisable.
( 6 )The stock option grant shall vest as to 1/4th of the total number of shares on August 15, 2012 and thereafter shall vest as to 1/48th of the total number of shares in equal monthly installments.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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