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CUSIP No. 81762P102
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13G
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Page 2 of 5 Pages
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| 1 |
NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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| Frederic B. Luddy | ||
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| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | (a) o |
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(b) o
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| 3 |
SEC USE ONLY
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| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
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USA
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| 5 |
SOLE VOTING POWER
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NUMBER OF
SHARES
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10,713,652 (1)
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| BENEFICIALLY | 6 |
SHARED VOTING POWER
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| OWNED BY |
1,250,000 (2)
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| EACH | ||
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REPORTING
PERSON WITH:
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7 |
SOLE DISPOSITIVE POWER
10,713,652 (1)
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8
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SHARED DISPOSITIVE POWER
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1,250,000 (2)
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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11,963,652 (1)(2)
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| 10 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) x
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350,000 (3)
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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9.4% (4)
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| 12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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(1)
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Includes 10,223,652 shares of common stock held directly by the Reporting Person. Also includes 250,000 shares subject to restricted stock units held by the Reporting Person that shall vest within 60 days of December 31, 2012 and 240,000 shares subject to options held by the Reporting Person that are exercisable within 60 days of December 31, 2012.
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(2)
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Includes 1,250,000 shares of common stock held by The Luddy Family 2011 Dynasty Trust, of which the Reporting Person may be deemed to have voting or dispositive power.
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(3)
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Includes 180,000 shares held by the Reporting Person’s spouse and 170,000 shares held by the Genta A. Luddy Irrevocable trust, over which the Reporting Person has no voting or dispositive power.
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(4)
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Based on 126,367,700 shares of common stock outstanding as of December 31, 2012, as reported by the Issuer to the Reporting Person, plus the number of shares of stock options and restricted stock units held by the Reporting Person, which are treated as converted into common stock only for the purpose of computing the percentage ownership of the Reporting Person.
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CUSIP No. 81762P102
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13G
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Page 3 of 5 Pages
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Item 1(a)
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Name of Issuer:
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ServiceNow, Inc.
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Item 1(b)
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Address of Issuer’s Principal Executive Offices:
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4810 Eastgate Mall
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San Diego, CA 92121
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Item 2(a)
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Name of Person Filing:
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Item 2(b)
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Address of Principal Business Office or, If None, Residence
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c/o ServiceNow, Inc.
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4810 Eastgate Mall
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San Diego, CA 92121
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Item 2(c)
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Citizenship:
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U.S.
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Item 2(d)
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Title of Class of Securities:
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Common Stock
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Item 2(e)
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CUSIP Number:
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Item 3.
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Not applicable.
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Item 4.
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Ownership
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(a)
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Amount Beneficially Owned:
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(b)
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Percent of Class:
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or direct the vote:
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See Row 5 of cover page for the Reporting Person.
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(ii)
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Shared power to vote or direct the vote:
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See Row 6 of cover page for the Reporting Person.
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(iii)
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Sole power to dispose or to direct the disposition of:
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See Row 7 of cover page for the Reporting Person.
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(iv)
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Shared power to dispose or to direct the disposition of:
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See Row 8 of cover page for the Reporting Person.
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Item 5.
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Ownership of Five Percent or Less of a Class
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CUSIP No. 81762P102
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13G
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Page 4 of 5 Pages
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Item 6.
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Ownership of More Than Five Percent on Behalf of Another Person
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Not applicable.
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Item 7.
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Identification and Classification of Subsidiary Which Acquired the Security Being
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Reported on by the Parent Holding Company or Control Person
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Not applicable.
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Item 8.
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Identification and Classification of Members of the Group
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Not applicable.
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Item 9.
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Notice of Dissolution of Group
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Not applicable.
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Item 10.
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Certifications
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CUSIP No. 81762P102
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13G
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Page 5 of 5 Pages
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Dated: February 13, 2013
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By:
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/s/ Frederic B. Luddy
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Name:
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Frederic B. Luddy
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