ServiceNow, Inc 8-K, filed Aug 25, 2021
ServiceNow, Inc. (NOW)
8-K
2021-08-25
For: 2021-08-20
View Original
Added on
April 12, 2026
About this 8-K
ServiceNow, Inc filed this 8-K on August 25, 2021, reporting on events of August 20, 2021.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
_____________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of report (date of earliest event reported): August 20, 2021
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(408 ) 501-8550
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d)
On August 20, 2021, the Board of Directors (the “Board”) of the ServiceNow, Inc. (the “Company”) expanded the size of the Board from eleven to twelve members and appointed Sukumar Rathnam to serve as a director. The Board determined that Mr. Rathnam is an independent director within the meaning of the New York Stock Exchange listing standards. Mr. Rathnam has not been, and is not expected to be, named to any committee of the Board at this time. There are no arrangements or understandings between Mr. Rathnam and any other persons pursuant to which he was selected as a director. There are no family relationships between Mr. Rathnam and any director or executive officer of the Company. Other than as disclosed herein, Mr. Rathnam does not have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Mr. Rathnam will receive the standard compensation and equity awards provided to non-employee directors of the Company for their service as disclosed in the Company's proxy statement for its 2021 annual meeting of shareholders.
In connection with his appointment to the Board, Mr. Rathnam has entered into the Company’s standard form of indemnification agreement for directors and officers. The form indemnification agreement was filed as Exhibit 10.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014, as filed with the Securities and Exchange Commission on February 27, 2015.
For additional information, see the press release attached as Exhibit 99.1 to this Current Report on Form 8-K. The information in the press release attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act whether made before or after the date hereof and irrespective of any general incorporation language in any filings.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. | |||||||
| 104 | Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document. | |||||||
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.
| SERVICENOW, INC. | ||||||||||||||
| By: | /s/ Russell S. Elmer | |||||||||||||
| Russell S. Elmer General Counsel | ||||||||||||||
| Date: August 25, 2021 | ||||||||||||||
Exhibit 99.1
ServiceNow Appoints Uber CTO Sukumar Rathnam to its Board of Directors
SANTA CLARA, Calif., August 25, 2021 – ServiceNow (NYSE: NOW), the leading workflow company that makes work, work better for people, today announced the appointment of Uber CTO Sukumar Rathnam to its board of directors, bringing the total number of directors on ServiceNow’s board to 12.
“Sukumar has been at the forefront of digital innovation for some of the biggest brands in the world. He is widely regarded as a dynamic technologist and purpose-driven leader,” said ServiceNow CEO Bill McDermott. “With Sukumar joining ServiceNow’s Board of Directors, we feel even more confident on our journey to be the defining enterprise software company of the 21st century.”
As Chief Technology Officer at Uber, Sukumar is responsible for the company’s global engineering organization. Prior to joining Uber, Sukumar spent nine years at Amazon, where he oversaw product management, software engineering, machine learning, and business operations for the selection and catalog systems. These systems manage the world’s largest e-commerce catalog of products and offers, serving up information on billions of products at more than 10 million requests per second. Before Amazon, Sukumar held software engineering and architecture leadership roles at Microsoft, PeopleSoft, and Oracle.
“Businesses are facing a digital imperative to grow their business, become more resilient, and reshape their industries,” said Uber CTO Sukumar Rathnam. “I’m energized by ServiceNow’s vision and relentless innovation and I'm proud to join the board as ServiceNow enables siloed systems to work together to create more efficient, productive ways to get work done.”
Sukumar holds a Ph.D. from the University of Texas at Austin, where he won the American Marketing Association’s John A. Howard award for the best Ph.D. dissertation in North America. He also holds an MBA from the Indian Institute of Management and a B. Tech in Computer Science from the Indian Institute of Technology.
About ServiceNow
ServiceNow (NYSE: NOW) is making the world of work, work better for people. Our cloud-based platform and solutions deliver digital workflows that create great experiences and unlock productivity for employees and the enterprise. For more information, visit: www.servicenow.com.
© 2021 ServiceNow, Inc. All rights reserved. ServiceNow, the ServiceNow logo, Now, and other ServiceNow marks are trademarks and/or registered trademarks of ServiceNow, Inc. in the United States and/or other countries. Other company names, product names, and logos may be trademarks of the respective companies with which they are associated.
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