ServiceNow said on December 23, 2025 it entered into an amendment to its employment agreement with William R. McDermott, Chairman and Chief Executive Officer, effective January 1, 2026, under which he will remain in service through at least December 31, 2030.

1. 01

   ServiceNow said on December 23, 2025 it entered into an amendment to its employment agreement with William R. McDermott, Chairman and Chief Executive Officer, effective January 1, 2026, under which he will remain in service through at least December 31, 2030.

2. 02

   The company said that during his tenure, Mr. McDermott will serve in the role of CEO, co-CEO, Executive Chairman or Non-Executive Chairman at the discretion of the Board and with the mutual understanding of Mr. McDermott and the Board. It added that his total compensation as CEO or co-CEO will be commensurate with the Company's performance against its compensation peer group, and should he move into the role of Executive Chairman, his compensation will be commensurate with the level of responsibilities he is performing in that role.

3. 03

   ServiceNow said that under the amended Executive Severance Policy, if the CEO incurs a Qualifying Termination within 3 months before or 12 months following a Change in Control, he will receive a lump sum equal to 2 times the sum of his then-current annual base salary plus his Target Bonus for the then-current fiscal year, an additional lump sum equal to the cost of COBRA medical, vision and dental benefits coverage for 24 months, immediate vesting of 100% of then-unvested RSUs, and immediate vesting of 100% of then-unvested PRSUs based on actual performance.

4. 04

   The company said that in the case of a Qualifying Termination not in connection with a Change in Control, the Policy provides for cash severance equal to the CEO's then-current annual base salary paid in a lump sum, the CEO's Actual Bonus for the then-current fiscal year, an additional lump sum equal to the cost of COBRA medical, vision and dental benefits coverage for 12 months, and immediate vesting of the number of then-unvested RSUs that would have vested during the 18-month period following the CEO's termination date had he remained employed with the Company through such period.

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