ServiceNow (NOW) — Q2 2026 Earnings Preview
Company | ServiceNow, Inc. | Earnings Date | July 22, 2026 (After Market Close) |
Ticker | NOW (NYSE) | Reporting Period | Q2 2026 (Quarter ending June 30, 2026) |
Sector | Enterprise Software / AI Platform | Prepared Date | July 21, 2026 |
Last Earnings | April 22, 2026 (Q1 2026) | Valuation Multiple | EV/NTM Revenue; NTM P/FCF |
1. Earnings Preview
Key Takeaway: Setup is constructive but not clean — consensus is a manageable bar on subscription revenue and cRPO, yet the stock has underperformed software peers since Q1 earnings, meaning the market is still demanding proof that organic AI monetization is accelerating, not just Armis-inflated growth.
Heading into Q2 2026, the bar for NOW is achievable but investor sentiment remains fragile following the sharp post-Q1 selloff (stock fell ~15% on April 22 despite a beat-and-raise). Consensus expects subscription revenue of $3.817B (21%–21.5% CC growth, per guidance midpoint) and cRPO CC growth of ~19.5% — both squarely in line with management's Q2 guide, leaving little room for a miss but also limited upside surprise from the top-line alone. Management's tone on the Q1 call was notably confident — McDermott declared the company "on track for our best year ever" and raised the Now Assist ACV target to $1.5B — yet investors remain skeptical that the full-year guidance raise was organic rather than Armis-driven, creating a credibility gap that Q2 results must close. Estimate revisions since Q1 earnings have been essentially flat (subscription revenue consensus moved from $3.816B to $3.817B, cRPO from $12.997B to $12.996B), suggesting the Street is waiting for the print rather than pre-positioning. The stock has declined ~1% since Q1 earnings vs. IGV +3.5% and SPY +5.2%, meaning NOW has meaningfully underperformed — the stock is not pricing in a beat, which is a setup tailwind if results are clean. The single biggest wildcard is the IBM warning on July 14 about deteriorating legacy software budgets, which has rattled software sentiment broadly; if NOW's Q2 print shows strong net new ACV and Now Assist momentum, it could serve as a decisive counter-narrative and re-rate the group, but any sign of deal slippage or billings softness will amplify IBM-driven fears.
2. KPIs & Consensus Expectations
Key Takeaway: Consensus is a low-to-moderate bar on subscription revenue and cRPO, both set at guidance midpoints. The bigger swing factor is subscription billings — which missed badly in Q1 ($3.37B vs. $3.69B consensus) and will be closely scrutinized as a leading indicator of demand health and AI deal momentum.
Table 1 — Q2 2026 Current Quarter Snapshot
KPI | Q1 2026 Actual | Q2 2025 Actual (Prior Year) | Q2 2026 Consensus Estimate | YoY Change | Q2 2026 Guidance | Consensus vs. Guidance Midpoint |
Subscription Revenue ($B) | $3.671B | $3.113B | $3.817B | +22.6% YoY | $3.815B–$3.820B (21%–21.5% CC) | +0.0% (at midpoint) |
cRPO ($B) | $12.64B | $10.92B | $13.00B | +19.0% YoY | 19.5% CC growth | ~0% (at guidance) |
cRPO CC Growth (%) | 21.0% | 21.3% | 19.5% | -180 bps YoY | 19.5% CC | At guidance |
Non-GAAP Operating Income ($B) | $1.199B | $0.955B | $1.045B | +9.4% YoY | 26.5% op. margin | ~0% (at guidance) |
Subscription Billings ($B) | $3.366B | $3.171B | $3.772B | +18.9% YoY | N/A — not guided | N/A |
Subscription Gross Margin (%) | 81.6% (Op.) | 83.2% (Op.) | $3.107B gross profit | ~81.4% implied | 81.5% FY guide | ~At guidance |
Non-GAAP Operating FCF ($B) | $1.665B | $0.535B | $0.648B | +21.1% YoY | 35% FY margin | N/A (FY guided) |
Enterprise Customers (#) | 8,822 | 8,469 | 8,861 | +4.6% YoY | N/A — not guided | N/A |
Sources: Visible Alpha Consensus and Actuals Data; ServiceNow Q1 2026 Earnings Release (April 22, 2026); ServiceNow Q1 2026 Earnings Call Transcript.
Table 2 — Beat/Miss History (Last 8 Quarters)
Top KPI #1: Subscription Revenue
Quarter | Reported ($B) | Consensus ($B) | Surprise % | Result |
Q1 2026 | $3.671B | $3.653B | +0.5% | Beat |
Q4 2025 | $3.466B | $3.429B | +1.1% | Beat |
Q3 2025 | $3.299B | $3.269B | +0.9% | Beat |
Q2 2025 | $3.113B | $3.035B | +2.6% | Beat |
Q1 2025 | $3.005B | $2.999B | +0.2% | Beat |
Q4 2024 | $2.866B | $2.881B | -0.5% | Miss |
Q3 2024 | $2.715B | $2.665B | +1.9% | Beat |
Q2 2024 | $2.542B | $2.530B | +0.5% | Beat |
Pattern: NOW has beaten subscription revenue consensus in 7 of the last 8 quarters, with beats typically in the +0.5%–2.6% range — a consistent but modest outperformance cadence that sets a reliable, if not dramatic, beat expectation.
Top KPI #2: cRPO (Current Remaining Performance Obligations)
Quarter | Reported ($B) | Consensus ($B) | Surprise % | Result |
Q1 2026 | $12.64B | $12.61B | +0.2% | Beat |
Q4 2025 | $12.85B | $12.62B | +1.8% | Beat |
Q3 2025 | $11.35B | $11.10B | +2.3% | Beat |
Q2 2025 | $10.92B | $10.49B | +4.1% | Beat |
Q1 2025 | $10.31B | $10.10B | +2.1% | Beat |
Q4 2024 | $10.27B | $10.45B | -1.7% | Miss |
Q3 2024 | $9.36B | $9.11B | +2.7% | Beat |
Q2 2024 | $8.78B | $8.68B | +1.2% | Beat |
Pattern: cRPO has beaten consensus in 7 of the last 8 quarters, with beats ranging from +0.2% to +4.1% — the larger beats tend to coincide with strong Q4 seasonality and deal acceleration. The Q4 2024 miss was an outlier tied to deal timing; the trend is otherwise consistently positive.
Source: Visible Alpha Consensus and Actuals Data.
3. Guidance & Commentary Evolution
Key Takeaway: Guidance has not been formally revised since the Q1 2026 earnings call (April 22), but the Financial Analyst Day (May 4) provided important long-range context — the 2030 subscription revenue target of $30B+ and the Rule of 60+ ambition — reinforcing management's confidence in the durability of the growth algorithm. Tone is constructive but tempered by Armis integration headwinds and Middle East deal timing risk carried into Q2.
Metric | Initial Guidance (Q1 2026 Earnings Call, Apr 22) | Revised Guidance | Current Consensus | Note |
Q2 2026 Subscription Revenue | $3.815B–$3.820B (21%–21.5% CC) | — | $3.817B | Unchanged; includes 125 bps Armis contribution. Consensus at midpoint. |
Q2 2026 cRPO CC Growth | 19.5% CC | — | 19.5% | Unchanged; includes 125 bps Armis. Termination-for-convenience clauses in Armis contracts limit cRPO recognition. |
Q2 2026 Non-GAAP Operating Margin | 26.5% | — | ~27.4% implied | Unchanged; includes 125 bps Armis headwind. Consensus slightly above guidance midpoint. |
FY 2026 Subscription Revenue | $15.735B–$15.775B (20.5%–21% CC) | — | $15.761B | Raised $205M at midpoint vs. prior guide; includes 125 bps Armis. Organic guide held flat — key investor concern. |
FY 2026 Non-GAAP Operating Margin | 31.5% | — | ~32.3% implied | Unchanged; includes 75 bps Armis headwind. Margin normalization expected in 2027 (+100 bps expansion guided at Analyst Day). |
FY 2026 Free Cash Flow Margin | 35% | — | $5.677B | Unchanged; includes 200 bps Armis headwind. FCF has historically run ahead of targets. |
FY 2026 Now Assist ACV Target | $1.5B (raised from $1.0B on Q1 call) | ↑ Confirmed & detailed at Financial Analyst Day (May 4, 2026) | N/A — not in VA | ↑ Raised at Q1 earnings; ACV crossed $750M in Q1 2026 (from $600M+ in FY2025). 2030 target: 30% of total ACV from AI. |
FY 2026 Subscription Gross Margin | 81.5% | — | N/A — not in VA | Unchanged; includes 25 bps Armis headwind. Gross margins expected to remain above 80% long-term. |
Sources: ServiceNow Q1 2026 Earnings Call Transcript (April 22, 2026); ServiceNow Q1 2026 Earnings Release (April 22, 2026); ServiceNow Financial Analyst Day Transcript (May 4, 2026); Visible Alpha Consensus and Actuals Data.
4. Guidance vs. Estimate Revision Tracker
Key Takeaway: Estimates have been essentially unchanged since Q1 earnings — subscription revenue consensus moved less than 0.1% for both Q2 and FY2026, and cRPO is similarly flat. This tells us the Street is not pre-positioning ahead of the print; estimates are tracking guidance precisely, leaving the outcome binary: beat guidance and re-rate, or miss and extend the de-rating.
KPI (Period) | Estimate ~5 Days Post Q1 Earnings (Apr 27, 2026) | Current Consensus (Jul 21, 2026) | Estimate Δ (%) | Initial Guidance (Q1 Call) | Current Guidance | Guidance Δ | Consensus vs. Guidance (%) |
Subscription Revenue (Q2 2026) | $3.816B | $3.817B | +0.03% | $3.815B–$3.820B | Unchanged | — | +0.0% (at midpoint) |
cRPO (Q2 2026) | $12.997B | $12.996B | -0.01% | 19.5% CC growth | Unchanged | — | ~At guidance |
cRPO CC Growth % (Q2 2026) | 19.5% | 19.5% | Flat | 19.5% | Unchanged | — | At guidance |
Non-GAAP Operating Income (Q2 2026) | $1.046B | $1.045B | -0.09% | 26.5% margin | Unchanged | — | ~At guidance |
Subscription Billings (Q2 2026) | $3.748B | $3.772B | +0.6% | N/A — not guided | N/A | — | N/A |
Subscription Revenue (FY 2026) | $15.755B | $15.761B | +0.04% | $15.735B–$15.775B | Unchanged | — | +0.0% (at midpoint) |
cRPO (FY 2026) | $15.228B | $15.222B | -0.04% | N/A — not guided | N/A | — | N/A |
The near-complete absence of estimate revision activity since Q1 earnings is itself a signal: the Street has anchored to guidance and is not willing to move estimates without a data point. This creates a binary setup — a clean beat on billings and Now Assist ACV progress could unlock meaningful upward revisions, while any miss on the demand-sensitive metrics (billings, net new ACV) risks a second leg down in the stock.
Source: Visible Alpha Consensus and Actuals Data (as-of date: April 27, 2026 for baseline; current as of July 21, 2026).
5. Stock Performance
Key Takeaway: NOW has underperformed both software peers (IGV) and the broader market (SPY) since Q1 earnings, driven entirely by multiple compression and sentiment — not estimate cuts. The stock is essentially flat since April 22 while IGV is +3.5% and SPY is +5.2%, reflecting persistent investor skepticism about organic AI revenue acceleration vs. inorganic (Armis) contribution.

NOW vs. IGV (iShares Expanded Tech-Software ETF) vs. S&P 500 (SPY) — Indexed to 100 at Q1 2026 Earnings (April 22, 2026). Source: Stock Price Data.
Performance Summary (April 22 – July 21, 2026):
- NOW: -1.0% (from $103.07 to $102.06) — essentially flat, with significant intra-period volatility. Stock surged to $135.86 on June 1 (peak, +31.8% from earnings) before reversing sharply to ~$89–95 range in mid-June/late-June, then recovering to ~$102–$111 in July.
- IGV (iShares Expanded Tech-Software ETF): +3.5% — software peers broadly outperformed NOW over the period.
- SPY (S&P 500): +5.2% — broad market also outperformed NOW.
- Key events: Financial Analyst Day (May 4) provided 2030 targets ($30B+ subscription revenue, Rule of 60+) and drove a multi-week rally. The $4B notes offering (May 15) to fund Armis was initially absorbed well. The stock peaked June 1 before reversing as software sentiment deteriorated. IBM's warning on July 14 about legacy software budget pressure delivered another blow to the group, leaving NOW near its post-earnings lows heading into the print.
Sector ETF used: IGV (iShares Expanded Tech-Software ETF) — appropriate for ServiceNow's enterprise software sub-sector.
Source: Stock Price Data (Yahoo Finance).
6. Peer Commentaries — Read-Through for NOW (Last 60 Days, Q2 2026 Forward-Looking)
Key Takeaway: Peer commentary from Microsoft, Salesforce, Workday, Oracle, and SAP since Q1 earnings is broadly constructive for NOW — all five confirm enterprise AI spending is accelerating, customers are moving past experimentation into production, and platform consolidation is a durable theme. The key read-through risk is Salesforce's acknowledgment of Tableau softness and Marketing/Commerce weakness, which suggests pockets of legacy software budget pressure that could echo in NOW's billings. IBM's July 14 warning (not included here as it is a legacy IT services company) is the most direct negative read-through.
Microsoft (MSFT) — Q3 FY2026 Earnings Call (April 29, 2026)
Read-Through Signal: Positive. Microsoft's Q3 FY2026 results and Q4 FY2026 (calendar Q2 2026) outlook are strongly positive for NOW's demand environment.
- Enterprise AI demand exceeds capacity: Microsoft stated that "strong and growing customer demand across workloads, customer segments, and geographic regions continues to exceed available capacity." This validates NOW's thesis that enterprise AI spending is a durable, multi-year cycle, not a one-quarter phenomenon.
- Agentic AI is the next platform shift: Microsoft is evolving Copilots from "synchronous assistance to async coworkers that can execute long-running tasks" — directly parallel to NOW's Autonomous Workforce and Now Assist positioning. Nearly 90% of the Fortune 500 now have active agents built with Microsoft's low-code/no-code tools, suggesting broad enterprise readiness for the agentic layer that NOW is monetizing.
- Seat + consumption model is the new standard: Microsoft announced a business model transition for GitHub Copilot to "seats plus consumption" pricing, with nearly 60% of service customers already purchasing usage-based credits. This validates NOW's hybrid pricing model (50% of net new business from non-seat-based pricing) as the industry direction, not a NOW-specific experiment.
- Azure growth acceleration: Azure guided to 39%–40% CC growth in Q4 FY2026 (calendar Q2 2026), with modest acceleration expected in H2 CY2026. Strong cloud infrastructure growth is a positive read-through for NOW's hyperscaler-hosted deployments and AI inference workloads.
- Dynamics 365 growing low double digits: Microsoft's business applications segment (Dynamics 365) is growing in the low double digits — a modest read-through for enterprise workflow software demand broadly, though NOW's growth rate is significantly higher.
Salesforce (CRM) — Q1 FY2027 Earnings Call (May 27, 2026) + Bank of America Tech Conference (June 2, 2026)
Read-Through Signal: Mixed — Positive on AI/agentic demand, Cautious on legacy software pockets.
- Agentforce ARR >$1B, AI+Data ARR $3.4B: Salesforce's Agentforce ARR crossed $1B, with combined AI and data ARR at $3.4B. This is a direct positive read-through for NOW's Now Assist ACV trajectory — if Salesforce can monetize AI at this scale in CRM, NOW's $1.5B Now Assist ACV target for 2026 is credible.
- 50% of AI bookings from existing customers expanding: "50% of Agentforce and Data 360 bookings were from existing customers expanding their commitment" — mirrors NOW's land-and-expand AI monetization model and validates the upsell thesis.
- Tableau softness and Marketing/Commerce weakness: Salesforce explicitly flagged "increased softness in Tableau bookings and renewals" and "ongoing weakness in Marketing and Commerce." This is a cautionary read-through — legacy analytics and point-solution software is under budget pressure, which could affect NOW's billings if customers are rationalizing software spend broadly.
- Revenue reacceleration expected in H2 FY2027: Salesforce guided Q2 FY2027 (calendar Q2 2026) revenue of $11.27B–$11.35B (+10% CC) and CRPO growth of ~13% CC. The company expects H2 reacceleration driven by Agentforce momentum — a positive signal that AI-driven enterprise software demand is building, not plateauing.
- Platform consolidation accelerating: PenFed Credit Union reduced platforms from ~400 to 12 strategic partners, all running on Salesforce. This platform consolidation trend is a direct positive read-through for NOW's single-platform architecture thesis.
- Headless 360 / MCP strategy: Salesforce's Headless 360 strategy (making all Salesforce accessible via MCP) processed 4.5M MCP calls since April launch — validates NOW's Action Fabric / MCP Server strategy announced at Knowledge 2026 as the right architectural direction for multi-agent enterprise AI.
Workday (WDAY) — Q1 FY2027 Earnings Call (May 21, 2026)
Read-Through Signal: Positive. Workday's commentary on enterprise AI adoption and agentic demand is broadly constructive for NOW.
- Customers not replacing core platforms with AI startups: CEO Aneel Bhusri stated: "Not one of them is looking to replace Workday with something they're building internally or from a start-up. Instead, they were looking to us first for AI solutions." This is a strong positive read-through for NOW — enterprise customers are consolidating AI spend with trusted platform vendors, not fragmenting to point solutions.
- AI adoption driving deeper platform engagement: "The pattern is consistent. Customers who adopt our AI go deeper on the platform." This mirrors NOW's observation that a single unlocked AI use case triggers rapid multi-department expansion — validating the AI flywheel thesis.
- 20 organic agents in GA/EA, customer count doubled QoQ: Workday has 20 organic agents in GA or early access, with the number of customers using at least one agent more than doubling quarter-over-quarter. This pace of agentic adoption is a positive read-through for NOW's Autonomous Workforce and Now Assist multi-product deals.
- Q2 FY2027 subscription revenue guided at $2.455B (+13%): Workday's Q2 guidance implies continued solid growth in enterprise HCM/finance software — a positive backdrop for NOW's HR and employee experience workflows (EmployeeWorks, Moveworks integration).
- FTE counts flattish but AI replacing labor, not software: "If FTE count does go down, it's being replaced by AI replacing labor, not software right now." This is a key positive read-through for NOW — AI-driven headcount reduction does not reduce software spend; it increases it as customers buy more AI capabilities.
Oracle (ORCL) — Q4 FY2026 Earnings Call (June 10, 2026)
Read-Through Signal: Positive on AI infrastructure demand; Neutral on enterprise software applications.
- RPO at $638B, up 363% — unprecedented demand visibility: Oracle's RPO surge to $638B reflects "strong customer demand across both AI infrastructure and cloud services." While Oracle's RPO is primarily infrastructure-driven, the scale of committed enterprise AI spending validates the multi-year investment cycle that benefits NOW's platform.
- Customers past experimentation, ready for enterprise-grade AI: "Our customers have moved past the experimental stage of AI, they are ready to implement enterprise grade, complete agentic solutions to help run their businesses." This is a direct positive read-through for NOW's AI Control Tower and Autonomous Workforce — the market is ready for what NOW is selling.
- Outcome-based commercial models emerging: Oracle is introducing "outcome-based commercial models that align pricing directly to the value derived" (e.g., interview agents priced per candidate screened). This validates NOW's hybrid/consumption pricing evolution and suggests the industry is moving toward value-based AI monetization.
- Q1 FY2027 (calendar Q2 2026) total revenue guided +27%–29%: Oracle's strong forward guidance reflects robust enterprise IT spending, a positive macro read-through for NOW's deal environment heading into Q2 results.
- SaaS deferred revenue up 16% QoQ: Oracle's SaaS deferred revenue growing faster than quarterly revenue signals strong forward bookings — a positive read-through for NOW's cRPO trajectory.
SAP — Financial Analyst Conference at Sapphire (May 13, 2026)
Read-Through Signal: Positive on AI platform demand; highlights governance/compliance as key enterprise requirement.
- Enterprise AI moving from 'AI in apps' to 'AI on apps': SAP described a shift from embedding AI within individual applications to building an agentic layer on top of the entire enterprise landscape. This is a direct validation of NOW's AI Control Tower positioning as the governance and orchestration layer across all enterprise AI agents.
- Trust, compliance, and governance are the new long pole in the tent: SAP stated: "The new long pole in the tent is really making it enterprise grade — putting the trust wrapper around it to satisfy all the compliance requirements to govern it properly." This is a strong positive read-through for NOW's AI Control Tower, which provides identity verification, permission scoping, and auditability for all agents.
- EUR 5 trillion market opportunity in agentic AI: SAP framed the agentic AI opportunity as a EUR 5 trillion market, with the company positioned to accelerate growth toward 2030. This validates NOW's $600B TAM expansion narrative.
- Cost pressure driving AI ROI urgency: SAP noted "huge pressure in the market about return on AI" and "cost pressure" as key customer concerns. This is a mild cautionary read-through — customers are demanding faster time-to-value, which could pressure deal sizes or elongate sales cycles if ROI is not demonstrated quickly. NOW's AI go-live guarantee (100 days) is a direct response to this dynamic.
- 200 agents for 60 assistants being delivered in 2026: SAP's aggressive agent delivery roadmap (200 agents, 60 assistants in 2026) signals that the enterprise AI agent market is moving from concept to production at scale — a positive read-through for NOW's Autonomous Workforce and multi-agent deal momentum.
Peer Read-Through Summary
Peer | Event / Date | Key Read-Through for NOW | Signal |
Microsoft (MSFT) | Q3 FY2026 Earnings, Apr 29 | Enterprise AI demand exceeds capacity; agentic AI is the next platform; seat+consumption model validated; Azure +39-40% CC in Q2 CY2026 | Positive |
Salesforce (CRM) | Q1 FY2027 Earnings, May 27; BofA Tech Conf, Jun 2 | Agentforce ARR >$1B validates AI monetization; 50% of AI bookings from existing customers; BUT Tableau/Marketing softness signals legacy budget pressure | Mixed |
Workday (WDAY) | Q1 FY2027 Earnings, May 21 | Customers not replacing platforms with AI startups; AI drives deeper platform engagement; AI replacing labor not software (positive for spend) | Positive |
Oracle (ORCL) | Q4 FY2026 Earnings, Jun 10 | RPO $638B (+363%) signals massive committed AI spend; customers past experimentation; outcome-based pricing emerging; SaaS deferred revenue +16% | Positive |
SAP | Sapphire Analyst Conf, May 13 | Governance/compliance as key enterprise AI requirement validates AI Control Tower; EUR 5T agentic TAM; cost pressure driving ROI urgency (mild risk to deal timing) | Positive |
Sources: Microsoft Q3 FY2026 Earnings Call Transcript (April 29, 2026); Salesforce Q1 FY2027 Earnings Call Transcript (May 27, 2026); Salesforce Bank of America Global Technology Conference Transcript (June 2, 2026); Workday Q1 FY2027 Earnings Call Transcript (May 21, 2026); Oracle Q4 FY2026 Earnings Call Transcript (June 10, 2026); SAP Financial Analyst Conference at Sapphire Transcript (May 13, 2026).
7. Material News & Developments
Key Takeaway: The most important development since Q1 earnings is the $4B notes offering (May 15) to fund the Armis acquisition, which crystallizes the capital structure impact investors must now underwrite. The Financial Analyst Day (May 4) provided the long-range plan that partially stabilized sentiment, but the IBM warning on July 14 has re-introduced software sector anxiety heading into the print.
- July 14, 2026 — IBM warns on legacy software budgets: IBM's warning about deteriorating legacy software budgets due to a shift toward AI and security spending delivered a blow to software sentiment broadly. This is the most immediate negative read-through for NOW heading into Q2 earnings — investors will scrutinize whether NOW's billings and net new ACV show any signs of the same budget pressure IBM flagged. Implication: If NOW's Q2 results are clean, it could serve as a decisive counter-narrative and re-rate the group; if billings disappoint, IBM's warning will be cited as validation.
- July 1, 2026 — ServiceNow confirms Q2 2026 earnings on July 22 after market close: Press release confirming earnings date. No pre-announcement or guidance update included. Implication: Absence of a pre-announcement is neutral — no negative surprise was flagged.
- July 15, 2026 — Tenon expands marketing automation into ServiceNow AI Platform: Tenon announced expansion of its marketing automation capabilities into the ServiceNow AI Platform, unifying customer engagement across the enterprise. Implication: Incremental positive for NOW's ecosystem expansion and platform stickiness; validates the CRM/customer engagement workflow opportunity.
- May 15, 2026 — ServiceNow completes $4B notes offering: ServiceNow completed a $4B senior notes offering to fund the Armis acquisition (closed April 20, 2026). This adds meaningful leverage to the balance sheet. Implication: Investors will focus on Armis integration progress and whether the acquisition is contributing to organic growth or merely inflating reported metrics. The 200 bps FCF margin headwind from Armis is a near-term drag.
- May 4, 2026 — Financial Analyst Day (Las Vegas): ServiceNow provided long-range targets: $30B+ subscription revenue by 2030 (base case), Rule of 60+ by 2030, 100 bps operating margin expansion in 2027, Now Assist ACV target raised to $1.5B for 2026 (confirmed from Q1 earnings), 30% of ACV from AI by 2030, SBC reduction to ~10% by 2029. RaptorDB Pro exceeded $100M ACV in first full year. CRM on track to cross $2B ACV. Security & Risk crossed $1B ACV organically. Implication: Analyst Day partially stabilized sentiment by providing a credible long-range framework, but the stock's subsequent reversal from the June 1 peak suggests investors remain skeptical about near-term organic execution.
- May 5, 2026 — ServiceNow Knowledge 2026 conference announcements: ServiceNow announced Action Fabric (MCP Server for multi-agent interoperability), new tiered pricing (Foundation/Advanced/Prime replacing prior structure), AI-native packaging across all SKUs, data.world integration, Pyramid Analytics integration into Context Engine, and new RaptorDB Pro capabilities (Live Connect, Live Perform, Live Archive). Implication: Pricing simplification and AI-native packaging are positive for deal velocity and upsell; Action Fabric positions NOW as the neutral runtime for multi-agent enterprise AI, expanding TAM.
- April 22, 2026 — Armis acquisition closes (ahead of schedule): ServiceNow closed the Armis acquisition on April 20, 2026, ahead of the originally expected timeline. Armis adds OT, IoT, and medical device asset visibility to the AI Control Tower. Simultaneously, ServiceNow secured a $4B term loan to fund the acquisition. Implication: Early close is operationally positive but adds 125 bps to Q2 subscription revenue and cRPO (making organic growth harder to isolate) and creates 125 bps operating margin headwind in Q2.
- March 2, 2026 — Veza acquisition closes: ServiceNow closed the Veza acquisition (identity governance for human, non-human, and AI agent identities), integrating it into the AI Control Tower. Veza's Access Graph processes tens of billions of permissioning parameters for non-human identities in real time. Implication: Strengthens the security and identity TAM; AI Control Tower average deal sizes more than doubled QoQ in Q1 2026 following the Veza integration.
8. Insider Transaction Activity
Key Takeaway: No open-market buys from executives or directors since Q1 earnings — the only discretionary open-market sale was Director Teresa Briggs selling 1,595 shares on May 28 (not on a 10b5-1 plan). All other sales are tax-withholding (code F) or 10b5-1 planned sales. The absence of insider buying at depressed prices is notable but not alarming given the stock's volatility; the lack of any large discretionary selling by senior management (CEO, CFO, CPO) is a mild positive signal.
Name | Title | Transaction Type | Shares | Date | Note |
Briggs, Teresa | Director | Open Market Sale | 1,595 | May 28, 2026 | Discretionary sale; not flagged as 10b5-1. Sold ~12.6% of post-grant holdings. |
Sands, Anita M. | Director | Open Market Sale | 16,445 | May 14, 2026 | Discretionary sale; not flagged as 10b5-1. Largest open-market sale in the period by share count. |
Chamberlain, Paul Edward | Director | 10b5-1 Planned Sale | 1,500 | May 14, 2026 | Pre-planned 10b5-1 sale; routine/obligation-driven. |
Fipps, Paul | President, Global Customer Ops | 10b5-1 Planned Sale | 151 | May 8, 2026 | Pre-planned 10b5-1 sale; routine/obligation-driven. |
Canney, Jacqueline P. | Chief People & AI Enablement Officer | Open Market Sale | 8,927 | Apr 24, 2026 | Discretionary sale shortly after Q1 earnings; not flagged as 10b5-1. |
McDermott, William R. | Chairman & CEO | Tax Withholding (RSU vest) | 10,378 (F code) | May 15, 2026 | Tax withholding on RSU vest; obligation-driven, not discretionary. |
Mastantuono, Gina | President & CFO | Tax Withholding (RSU vest) | 5,134 (F code) | May 15, 2026 | Tax withholding on RSU vest; obligation-driven, not discretionary. |
Zavery, Amit | President, CPO & COO | Tax Withholding (RSU vest) | 5,548 (F code) | May 15, 2026 | Tax withholding on RSU vest; obligation-driven, not discretionary. |
Multiple Directors (Bostrom, Briggs, Chamberlain, Jackson, Luddy, Quinlan, Sands) | Directors | RSU Award (Grant) | 3,260 each (A code) | May 21, 2026 | Annual director RSU grants; routine compensation awards, not open-market purchases. |
Key Observations:
- No open-market buys: No executive or director purchased shares in the open market since Q1 earnings, despite the stock trading at depressed levels (~$84–$95 range in late April/early May). This is notable but not unusual given the stock's volatility and the proximity to earnings blackout periods.
- Discretionary sales are limited and small: The two most notable discretionary sales are Director Anita Sands (16,445 shares, May 14) and Director Teresa Briggs (1,595 shares, May 28). Neither is a C-suite executive, and neither sale is unusually large relative to their holdings.
- CEO and CFO activity is entirely obligation-driven: McDermott and Mastantuono's only transactions since Q1 earnings are tax withholding on RSU vests (code F) and option grants (code A) — no discretionary selling. This is a mild positive signal.
- Large option grants to CEO/CFO in late April: McDermott received 346,920 options and Mastantuono received 39,155 options on April 29, 2026 — annual compensation grants, not open-market activity. These are long-dated incentive awards aligned with the 2030 targets disclosed at Analyst Day.
Source: Insider Transaction Data (SEC Form 4 filings, April 22 – July 21, 2026).