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Form 8-K ServiceNow, Inc. For: Jun 08

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June 10, 2016 4:41 PM EDT



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): June 8, 2016
____________

SERVICENOW, INC.
(Exact name of registrant as specified in its charter)

____________

Delaware
 
001-35580
 
20-2056195
(State or other jurisdiction of
incorporation or organization)
 
(Commission File Number)
 
(I.R.S. Employer
Identification Number)
2225 Lawson Lane
 
 
Santa Clara, California
 
95054
(Address of Principal Executive Offices)
 
(Zip Code)

 
(408) 501-8550
 
 
  (Registrant’s telephone number, including area code)
 

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)


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):






¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 5.07    Submission of Matters to a Vote of Security Holders.

On June 8, 2016, ServiceNow, Inc. (the “Company”) held its 2016 Annual Meeting of Stockholders. The following proposals were voted upon and the final voting results with respect to each such proposal are set forth below:

1.
Election of three Class I directors, Paul V. Barber, Ronald EF Codd, and Frank Slootman, to serve a three year term, which will expire at the 2019 Annual Meeting of Stockholders, or until such time as their respective successors have been duly elected and qualified:
Nominees
 
Shares For
 
Shares Against
 
Shares Abstaining
Broker Non-Votes
Paul V. Barber
 
138,220,068
 
959,650
 
77,297
10,668,520
Ronald EF Codd
 
138,557,213
 
582,520
 
117,282
10,668,520
Frank Slootman
 
138,745,497
 
436,658
 
74,860
10,668,520
                
Based on the votes set forth above, each of the director nominees were duly elected.


2.
Advisory resolution to approve executive compensation:
Shares For
 
Shares Against
 
Shares Abstaining
 
Broker Non-Votes
137,563,346
 
1,589,433
 
104,236
 
10,668,520

Based on the votes set forth above, the stockholders advised that they were in favor of the named executive officer compensation set forth in the proxy statement.


3.
Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016:
Shares For
 
Shares Against
 
Shares Abstaining
149,021,023
 
84,441
 
820,071

Based on the votes set forth above, the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016 was duly ratified.





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/ Michael P. Scarpelli
 
 
 
 
Michael P. Scarpelli
Chief Financial Officer
 
 
 
 
 
 
Date: June 10, 2016
 
 




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