Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: Issuance of Equity Securities
−Removed: On September 26, 2025, the Company issued an additional 609 shares of ServiceNow common stock pursuant to a post-closing price adjustment in connection with the acquisition of Logik.io Inc.
−Removed: The shares were issued in reliance upon the exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and Rule 506(b) of Regulation D promulgated thereunder.
Purchases of Equity Securities
−Removed: Share repurchases of the Company’s common stock for the three months ended September 30, 2025 were as follows:
−Removed: Total Number of Shares Purchased as Part of Publicly Announced Program
−Removed: (in thousands)
−Removed: Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (1)
+Added: Share repurchases of the Company’s common stock for the three months ended March 31, 2026 were as follows:
+Added: Total Number of Shares Purchased
+Added: (in thousands) Total Number of Shares Purchased as Part of Publicly Announced Program
+Added: (in thousands) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (1)
(in billions)
−Removed: Period Total Number of Shares Purchased
−Removed: (in thousands)
−Removed: Average Price Paid Per Share
−Removed: 69 $ 982.01 69 $ 2.54
−Removed: August 1 - 31
−Removed: 416 884.41 416 2.17
−Removed: September 1 - 30
+Added: Period Average Price Paid Per Share
+Added: January 1 - 31 1,631 $ 137.77 1,631 $ 6.20
+Added: February 1 - 28 (2)
13,674 107.97 13,674 4.20
−Removed: Third Quarter 2025
+Added: March 1 - 31 (2)
4,849 107.97 4,849 4.20
−Removed: (1) On May 16, 2023, the board of directors authorized a program to repurchase up to $1.5 billion of the Company’s common stock.
−Removed: In January 2025, our board of directors authorized an additional $3.0 billion in repurchases under the share repurchase program.
+Added: First Quarter 2026 20,154 $ 110.38 20,154 $ 4.20
+Added: (1) On May 16, 2023, our board of directors authorized a program to repurchase up to $1.5 billion of our common stock (the “Share Repurchase Program”).
+Added: In January 2025 and January 2026, our board of directors authorized an additional $3.0 billion and $5.0 billion, respectively, in repurchases under the Share Repurchase Program.
+Added: (2) Represents repurchases under the accelerated share repurchase agreement, which was entered into on January 30, 2026.
+Added: During the three months ended March 31, 2026, the Company repurchased 18.5 million shares of common stock at an average price of $107.97 per share, concluding the program.
+Added: Refer to Note 13 “Stockholders' Equity” in the notes to our condensed consolidated financial statements for more information.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.