Sec Form 4 Filing - JMI EQUITY FUND IV LP @ ServiceNow, Inc. - 2013-05-01

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
JMI EQUITY FUND IV LP
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)
100 INTERNATIONAL DRIVE, SUITE 19100
3. Date of Earliest Transaction (MM/DD/YY)
05/01/2013
(Street)
BALTIMORE, MD21202
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 05/01/2013 J 9,954,002 ( 1 ) ( 2 ) D $ 0 6,914,884 ( 3 ) 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
JMI EQUITY FUND IV LP
100 INTERNATIONAL DRIVE
SUITE 19100
BALTIMORE, MD21202
X X
JMI Associates IV, LLC
100 INTERNATIONAL DRIVE
SUITE 19100
BALTIMORE, MD21202
X X
JMI Equity Fund IV (AI), LP
100 INTERNATIONAL DRIVE
SUITE 19100
BALTIMORE, MD21202
X X
JMI Associates IV (AI) Trust
100 INTERNATIONAL DRIVE, SUITE 19100
BALTIMORE, MD21202
X
JMI EURO EQUITY FUND IV L P
100 INTERNATIONAL DRIVE
SUITE 19100
BALTIMORE, MD21202
X X
JMI Associates Euro IV Trust
100 INTERNATIONAL DRIVE, SUITE 19100
BALTIMORE, MD21202
X
JMI Equity Fund V Trust
100 INTERNATIONAL DRIVE, SUITE 19100
BALTIMORE, MD21202
X
JMI Associates V Trust
100 INTERNATIONAL DRIVE, SUITE 19100
BALTIMORE, MD21202
X
JMI EQUITY FUND V AI L P
100 INTERNATIONAL DRIVE
SUITE 19100
BALTIMORE, MD21202
X X
JMI Associates V (AI) Trust
100 INTERNATIONAL DRIVE, SUITE 19100
BALTIMORE, MD21202
X
Signatures
/s/ Paul V. Barber, as Trustee, JMI Equity Fund IV Trust 05/02/2013
Signature of Reporting Person Date
/s/ Paul V. Barber, as Trustee, JMI Associates IV Trust 05/02/2013
Signature of Reporting Person Date
/s/ Paul V. Barber, as Trustee, JMI Equity Fund IV (AI) Trust 05/02/2013
Signature of Reporting Person Date
/s/ Paul V. Barber, as Trustee, JMI Associates IV (AI) Trust 05/02/2013
Signature of Reporting Person Date
/s/ Paul V. Barber, as Trustee, JMI Euro Equity Fund IV Trust 05/02/2013
Signature of Reporting Person Date
/s/ Paul V. Barber, as Trustee, JMI Associates Euro IV Trust 05/02/2013
Signature of Reporting Person Date
/s/ Paul V. Barber, as Trustee, JMI Equity Fund V Trust 05/02/2013
Signature of Reporting Person Date
/s/ Paul V. Barber, as Trustee, JMI Associates V Trust 05/02/2013
Signature of Reporting Person Date
/s/ Paul V. Barber, as Trustee, JMI Equity Fund V (AI) Trust 05/02/2013
Signature of Reporting Person Date
/s/ Paul V. Barber, as Trustee, JMI Associates V (AI) Trust 05/02/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents (i) 1,477,419 shares of the Issuer's common stock ("Common Stock") distributed by JMI Equity Fund IV Trust ("Fund IV Trust") and 369,355 shares of Common Stock distributed by JMI Associates IV Trust ("GP IV Trust") to the beneficiaries of Fund IV Trust and GP IV Trust, respectively, on May 1, 2013, (ii) 116,996 shares of Common Stock distributed by JMI Equity Fund IV (AI) Trust ("Fund IV (AI) Trust") and 29,249 shares of Common Stock distributed by JMI Associates IV (AI) Trust ("GP IV (AI) Trust") to the beneficiaries of Fund IV (AI) Trust and GP IV (AI) Trust, respectively, on May 1, 2013, (iii) 471,761 shares of Common Stock distributed by JMI Euro Equity Fund IV Trust ("Euro Fund Trust") and (continued in footnote 2)
( 2 )117,941 shares of Common Stock distributed by JMI Associates Euro IV Trust ("Euro GP Trust") to the beneficiaries of Euro Fund Trust and Euro GP Trust, respectively, on May 1, 2013, (iv) 5,574,174 shares of Common Stock distributed by JMI Equity Fund V Trust ("Fund V Trust") and 1,393,544 shares of Common Stock distributed by JMI Associates V Trust ("GP V Trust") to the beneficiaries of Fund V Trust and GP V Trust, respectively, on May 1, 2013, and (v) 322,850 shares of Common Stock distributed by JMI Equity Fund V (AI) Trust ("Fund V (AI) Trust") and 80,713 shares of Common Stock distributed by JMI Associates V (AI) Trust ("GP V (AI) Trust") to the beneficiaries of Fund V (AI) Trust and GP V (AI) Trust, respectively, on May 1, 2013. Each such distribution described herein (collectively, the "Distributions") was made for no consideration, and was made simultaneously with each of the other distributions described in this footnote and footnote (1).
( 3 )Immediately following the Distributions, (i) Fund IV Trust owns an aggregate of 1,026,339 shares of Common Stock and GP IV Trust owns an aggregate of 256,585 shares of Common Stock, (ii) Fund IV (AI) Trust owns an aggregate of 81,275 shares of Common Stock and GP IV (AI) Trust owns an aggregate of 20,319 shares of Common Stock, (iii) Euro Fund Trust owns an aggregate of 327,725 shares of Common Stock and Euro GP Trust owns an aggregate of 81,931 shares of Common Stock, (iv) Fund V Trust owns an aggregate of 3,872,289 shares of Common Stock and GP V Trust owns an aggregate of 968,072 shares of Common Stock, and (v) Fund V (AI) Trust owns an aggregate of 224,279 shares of Common Stock and GP V (AI) Trust owns an aggregate of 56,070 shares of Common Stock.

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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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