Sec Form 4 Filing - MOORES JOHN J @ ServiceNow, Inc. - 2013-03-12

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
MOORES JOHN J
2. Issuer Name and Ticker or Trading Symbol
ServiceNow, Inc. [ NOW]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
111 CONGRESS AVENUE, SUITE 2600
3. Date of Earliest Transaction (MM/DD/YY)
03/12/2013
(Street)
AUSTIN, TX78701
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 03/12/2013 S 100,000 D $ 37.88 ( 1 ) 3,863,620 ( 5 ) ( 6 ) ( 7 ) ( 8 ) D ( 5 ) ( 6 ) ( 7 ) ( 8 )
Common Stock 03/13/2013 G 180,000 D $ 0 3,683,620 ( 5 ) ( 6 ) ( 7 ) ( 8 ) D ( 5 ) ( 6 ) ( 7 ) ( 8 )
Common Stock 03/13/2013 S 108,300 D $ 37.55 ( 2 ) 3,575,320 ( 5 ) ( 6 ) ( 7 ) ( 8 ) D ( 5 ) ( 6 ) ( 7 ) ( 8 )
Common Stock 03/14/2013 S 146,150 D $ 37.2 ( 3 ) 3,429,170 ( 5 ) ( 6 ) ( 7 ) ( 8 ) D ( 5 ) ( 6 ) ( 7 ) ( 8 )
Common Stock 03/14/2013 S 3,850 D $ 37.63 ( 4 ) 3,425,320 ( 5 ) ( 6 ) ( 7 ) ( 8 ) D ( 5 ) ( 6 ) ( 7 ) ( 8 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MOORES JOHN J
111 CONGRESS AVENUE, SUITE 2600
AUSTIN, TX78701
X X
Signatures
/s/ John Moores 03/15/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price reported represents the weighted average sale price of the shares sold. The prices of the shares sold in the reported transaction ranged from $37.60 to $38.12 per share. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares sold at each separate price.
( 2 )The price reported represents the weighted average sale price of the shares sold. The prices of the shares sold in the reported transaction ranged from $37.05 to $37.91 per share. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares sold at each separate price.
( 3 )The price reported represents the weighted average sale price of the shares sold. The prices of the shares sold in the reported transaction ranged from $36.60 to $37.60 per share. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares sold at each separate price.
( 4 )The price reported represents the weighted average sale price of the shares sold. The prices of the shares sold in the reported transaction ranged from $37.61 to $37.81 per share. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares sold at each separate price.
( 5 )As of the date hereof, JMI Equity Fund IV Trust ("Fund IV Trust"), JMI Associates IV Trust ("GP IV Trust"), JMI Equity Fund IV (AI) Trust ("Fund IV (AI) Trust"), JMI Associates IV (AI) Trust ("GP IV (AI) Trust"), JMI Euro Equity Fund IV Trust ("Euro Fund Trust") and JMI Associates Euro IV Trust ("Euro GP Trust"), JMI Equity Fund V Trust ("Fund V Trust"), JMI Associates V Trust ("GP V Trust"), JMI Equity Fund V (AI) Trust ("Fund V (AI) Trust") and JMI Associates V (AI) Trust ("GP V (AI) Trust" and, together with Fund IV Trust, GP IV Trust, Fund IV (AI) Trust, GP IV (AI) Trust, Euro Fund Trust, Euro GP Trust, Fund V Trust, GP V Trust and Fund V (AI) Trust, collectively, the "JMI Trusts") directly hold an aggregate of 16,868,886 shares of Common Stock. (Continued in Footnote 6)
( 6 )The JMI Trusts are irrevocable and Mr. Moores is a beneficiary of the JMI Trusts. Mr. Moores disclaims Section 16 beneficial ownership of the shares held by the JMI Trusts and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares held by the JMI Trusts, except to the extent of his pecuniary interest, if any, in the shares held by the JMI Trusts by virtue of his interest as a beneficiary of the JMI Trusts.
( 7 )As of the date of this report, two family trusts of which Mr. Moores is one of two co-trustees directly hold an aggregate of 1,824,944 shares of Common Stock. The two family trusts are irrevocable and Mr. Moores is one of two co-trustees of such trusts. Investment decisions by such trusts are made by unanimous vote of the co-trustees. Mr. Moores 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 as a co-trustee of such trusts.
( 8 )Charles E. Noell, III and Paul V. Barber, each a co-trustee of the JMI Trusts, each serve as the representatives of John J. Moores on the Issuer's board of directors.

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