| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | NOW | Common Stock | Sale | -$150K | -154 | -2.86% | $971.88 | 5.23K | Feb 14, 2025 | Direct | F1, F2, F3 |
| transaction | NOW | Common Stock | Sale | -$89.6K | -92 | -1.76% | $973.70 | 5.14K | Feb 14, 2025 | Direct | F1 |
| transaction | NOW | Common Stock | Sale | -$218K | -223 | -4.34% | $975.93 | 4.92K | Feb 14, 2025 | Direct | F1, F2, F4 |
| transaction | NOW | Common Stock | Sale | -$49.9K | -51 | -1.04% | $979.10 | 4.87K | Feb 14, 2025 | Direct | F1 |
| transaction | NOW | Common Stock | Sale | -$196K | -200 | -4.11% | $981.44 | 4.67K | Feb 14, 2025 | Direct | F1 |
| transaction | NOW | Common Stock | Sale | -$90.4K | -92 | -1.97% | $982.80 | 4.58K | Feb 14, 2025 | Direct | F1 |
| transaction | NOW | Common Stock | Sale | -$36.4K | -37 | -0.81% | $984.33 | 4.54K | Feb 14, 2025 | Direct | F1, F2, F5 |
| transaction | NOW | Common Stock | Sale | -$233K | -236 | -5.2% | $986.08 | 4.3K | Feb 14, 2025 | Direct | F1, F2, F6 |
| transaction | NOW | Common Stock | Sale | -$97.8K | -99 | -2.3% | $987.53 | 4.2K | Feb 14, 2025 | Direct | F1 |
| transaction | NOW | Common Stock | Options Exercise | $0 | +4.06K | +96.46% | $0.00 | 8.26K | Feb 14, 2025 | Direct | |
| transaction | NOW | Common Stock | Options Exercise | $0 | +389 | +4.71% | $0.00 | 8.65K | Feb 14, 2025 | Direct | |
| transaction | NOW | Common Stock | Sale | -$2.36M | -2.4K | -27.8% | $980.05 | 6.24K | Feb 18, 2025 | Direct | F7 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | NOW | Restricted Stock Units | Options Exercise | $0 | -4.06K | -27.27% | $0.00 | 10.8K | Feb 14, 2025 | Common Stock | 4.06K | Direct | F8, F9, F10 | |
| transaction | NOW | Restricted Stock Units | Options Exercise | $0 | -389 | -11.13% | $0.00 | 3.11K | Feb 14, 2025 | Common Stock | 389 | Direct | F8, F11 | |
| transaction | NOW | Restricted Stock Units | Award | $0 | +6.59K | $0.00 | 6.59K | Feb 18, 2025 | Common Stock | 6.59K | Direct | F8, F12 |
Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.
Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
| Id | Content |
|---|---|
| F1 | The transaction(s) reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 13, 2024. |
| F2 | Represents the aggregate of sales effected on the same day at different prices. |
| F3 | Represents the weighted average sales price per share. The shares sold at prices ranging from $971.87 to $971.88 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. |
| F4 | Represents the weighted average sales price per share. The shares sold at prices ranging from $975.90 to $976.00 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. |
| F5 | Represents the weighted average sales price per share. The shares sold at prices ranging from $984.30 to $984.41 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. |
| F6 | Represents the weighted average sales price per share. The shares sold at prices ranging from $986.00 to $986.54 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. |
| F7 | Shares sold to cover tax obligations in connection with the vesting of the RSUs listed in Table II. This sale is mandated by the Issuer's election under its 2012 and 2021 Equity Incentive Plans, and does not represent a discretionary trade by the Reporting Person. |
| F8 | Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. |
| F9 | 30% of the shares subject to the restricted stock units will vest on February 17, 2024, 15% of the shares subject to the restricted stock units will vest on each of August 17, 2024 and February 17, 2025, 20% of the shares subject to the restricted stock units will vest on August 17, 2025, and the final vest on February 17, 2026 of 20% of the shares subject to the restricted stock units is subject to adjustment based on the Issuer's 3-year relative total stockholder return performance against the S&P 500 index for the period from January 1, 2023 to December 31, 2025, subject to the reporting person's continued service to the Issuer on each vesting date. |
| F10 | Acquired upon achievement of certain performance criteria pursuant to the performance-based restricted stock units granted February 15, 2023 under the Issuer's 2021 Equity Incentive Plan. The performance period for the restricted stock units was January 1, 2023 until December 31, 2023, with achievement of the applicable performance criteria subject to determination by the Issuer's Compensation Committee. This determination was obtained on January 22, 2024. |
| F11 | The restricted stock units vest as to 1/16th of the total shares quarterly, with the first vesting occurring on May 17, 2023, and subject to the Reporting Person's continued service to the Issuer on each vesting date. |
| F12 | The restricted stock units vest as to 1/12th of the total shares quarterly, with the first vesting occurring on May 15, 2025, and subject to the Reporting Person's continued service to the Issuer on each vesting date. |