ServiceNow (NOW) Proxy filing summary

Voting matters and shareholder proposals

• Election of nine directors, each recommended by the board for approval.

• Advisory vote to approve named executive officer compensation, with board support.

• Advisory vote on the frequency of future say-on-pay votes, with 'Year' recommended.

• Ratification of PricewaterhouseCoopers LLP as independent auditor for 2026, recommended for approval.

• Approval of an amended and restated 2021 Equity Incentive Plan to increase shares reserved for issuance.

• Shareholder proposal regarding the right to act by written consent, recommended against by the board.

Board of directors and corporate governance

• Board recommends all nine director nominees for election at the annual meeting.

Executive compensation and say-on-pay

• Advisory vote on executive compensation is included, with board recommending approval.

• Advisory vote on the frequency of future say-on-pay votes, with annual votes recommended.