Home > Insider Trading > Filing (0001181431-13-010271)

Filing Details

Accession Number:: 0001181431-13-010271
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-02-15 20:13:53
Reporting Period:: 2012-11-21

Filing Date:: 2013-02-15
Accepted Time:: 2013-02-15 20:13:53
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1373715	Servicenow Inc.	NOW	Services-Prepackaged Software (7372)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1056840	J John Moores	111 Congress Avenue, Suite 2600 Austin TX 78701		Yes	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2013-02-13	41,298	$29.19	453,587	No	4	S	Direct
Common Stock	Disposition	2013-02-13	100	$29.75	453,587	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct
No	4	S	Direct

Footnotes

Represents shares of Common Stock sold by JMI Equity Side Fund, L.P. ("Equity Side Fund"). Immediately following such sale, Equity Side Fund owned an aggregate of 100,951 shares of Common Stock. Mr. Moores has a limited partnership interest in Sub Fund, L.P. ("Sub Fund"), which is a limited partner of Equity Side Fund. Mr. Moores disclaims Section 16 beneficial ownership of the shares held by Equity Side Fund and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares held by Equity Side Fund, except to the extent of his pecuniary interest, if any, in the shares held by Equity Side Fund by virtue of his limited partnership interest in Sub Fund.
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 $28.74 to $29.71. 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.
Represents shares directly held by Mr. Moores as a result of the receipt of his pro rata share of distributions-in-kind made on February 13, 2013 by JMI Participating Partners ("Participating Partners"), 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 and Fund V (AI) Trust, collectively, the "JMI Trusts"). Mr. Moores' receipt of the foregoing distributed shares was made for no consideration. (Continued in footnote 4)
Each such distribution was exempt from Section 16 of the Securities Exchange Act pursuant to Rule 16a-13.
As of the date of this report, the JMI Trusts directly hold an aggregate of 21,845,887 shares of Common Stock. 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.
As of the date of this report, JMI Services, LLC ("Services") directly holds an aggregate of 3,258,040 shares of Common Stock. JMTX Manager, Inc. is the manager of Services and Mr. Moores owns all of the membership interests in Services and all of the stock of JMTX Manager, Inc. Mr. Moores disclaims Section 16 beneficial ownership of the shares held by Services and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares held by Services, except to the extent of his pecuniary interest in the shares, if any, held by Services by virtue of his membership interest in Services and his equity interest in JMTX Manager, Inc.
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 and 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.
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.