Filing Details

Accession Number:
0001181431-13-013162
Form Type:
4
Zero Holdings:
No
Publication Time:
2013-02-27 20:32:22
Reporting Period:
2013-02-22
Filing Date:
2013-02-27
Accepted Time:
2013-02-27 20:32:22
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
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Disposition 2013-02-26 22,999 $31.15 3,963,620 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Direct
Footnotes
  1. 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 77,952 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 the 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 the Equity Side Fund, except to the extent of his pecuniary interest, if any, in the shares held by the Equity Side Fund by virtue of his limited partnership interest in Sub Fund.
  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 $31.00 to $31.38 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. Represents shares of Common Stock directly held by Mr. Moores, including shares he received as a result of the receipt of a distribution-in-kind made on February 22, 2013 by JMI Services, LLC ("Services"), and his pro rata share of distributions-in-kind made on February 25, 2013 by 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"). (Continued in footnote 4)
  4. Mr. Moores' receipt of the foregoing distributed shares was made for no consideration. Each such distribution was exempt from Section 16 of the Securities Exchange Act pursuant to Rule 16a-13. Immediately following such distribution, Services directly held no shares of Common Stock.
  5. As of the date hereof, the JMI Trusts directly hold an aggregate of 16,868,886 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.
  6. 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.
  7. 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.