ServiceNow Stockholders Elect Directors, Ratify Auditors

TL;DR

ServiceNow shareholders re-elected the board and approved executive pay.

AI Summary

On May 23, 2024, ServiceNow, Inc. filed an 8-K report to announce the results of its annual meeting of stockholders. The company reported that its stockholders voted to elect all nominated directors, ratify the appointment of its independent registered public accounting firm, and approve, on an advisory basis, the compensation of its named executive officers.

Why It Matters

The outcome of these votes confirms shareholder confidence in the current board and auditor, which is generally viewed positively by the market.

Risk Assessment

Risk Level: low — This filing is routine and reports on standard corporate governance matters like director elections and auditor ratification.

Key Players & Entities

• ServiceNow, Inc. (company) — Registrant
• May 23, 2024 (date) — Date of report

FAQ

Key Financial Figures

• $0.001 — ich registered Common stock, par value $0.001 per share NOW The New York Stock Exchan

Filing Documents

• now-20240523.htm (8-K) — 46KB
• 0001373715-24-000232.txt ( ) — 169KB
• now-20240523.xsd (EX-101.SCH) — 2KB
• now-20240523_lab.xml (EX-101.LAB) — 22KB
• now-20240523_pre.xml (EX-101.PRE) — 13KB
• now-20240523_htm.xml (XML) — 3KB

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. At the 2024 Annual Meeting, the shareholders were asked to vote on four proposals. A brief description of each proposal, along with the final voting results, is set forth below: 1. The shareholders elected the individuals listed below as directors to serve until the next annual shareholders meeting and until his or her successor has been duly elected and qualified or his or her earlier death, resignation or removal. The voting results for each such director are as follows: Nominees Shares For Shares Against Shares Abstaining Broker Non-Votes Deborah Black 165,376,402 2,518,509 123,128 16,044,719 Susan L. Bostrom 155,226,991 12,657,230 133,818 16,044,719 Teresa Briggs 162,524,105 5,366,753 127,181 16,044,719 Jonathan C. Chadwick 161,912,317 5,975,843 129,879 16,044,719 Paul E. Chamberlain 165,750,974 2,135,375 131,690 16,044,719 Lawrence J. Jackson, Jr. 164,926,253 2,961,638 130,148 16,044,719 Frederic B. Luddy 165,550,596 2,373,000 94,443 16,044,719 William R. McDermott 156,168,799 11,135,077 714,163 16,044,719 Jeffrey A. Miller 161,045,254 6,839,603 133,182 16,044,719 Joseph "Larry" Quinlan 167,640,199 220,831 157,009 16,044,719 Anita M. Sands 155,759,262 12,127,477 131,300 16,044,719 2. The shareholders voted, by a non-binding, advisory vote, to approve the 2023 compensation of the Company's named executive officers. The voting results are as follows: Shares For Shares Against Shares Abstaining Broker Non-Votes 147,796,120 19,291,265 930,654 16,044,719 3. The shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024. The voting results are as follows: Shares For Shares Against Shares Abstaining 180,332,998 3,548,395 181,365 4. The shareholders voted in favor of the shareholder proposal regarding simple majority vote. The voting results are as follows: Shares For

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. S ERVICE N OW , I NC . By: /s/ Russell S. Elmer Russell S. Elmer General Counsel Date: May 23, 2024