ServiceNow (NOW) risk factors, FY2025 10-K

ServiceNow's FY2025 10-K, filed Jan 29, 2026, lists 28 risk factors in 5 groups. Against the prior year's 28: 10 substantially reworded.

Risk factors listed
285 groups
New this year
0vs 28 last year
Dropped
0since the prior 10-K
Substantially reworded
10of those kept
Section length
12k wordsItem 1A

What the changes say

  • AI now covers customer-facing products and internal operations, with third-party performance added to hardware and infrastructure dependence.
  • Service disruptions now expressly include data loss and service degradation, while explicit denial-of-service and ransomware examples were removed.
  • Information-systems upgrades may cause impairments or write-downs of existing technologies and other assets.
  • Sustainability language drops ESG terminology, evolving stakeholder expectations, brand-equity loss, and reduced product demand.

What changed since the prior 10-K

Reworded

  • 58% rewrittenRisks Related to the Financial Performance or Financial Position of Our Business

    Changes in our effective tax rate or disallowance of our tax positions may adversely affect our business

    No substantive change; the tax-rate and tax-position risk is unchanged.

  • 57% rewrittenRisks Related to the Operation of Our Business

    Our failure or perceived failure to achieve our corporate sustainability goals or maintain corporate sustainability practices that meet evolving stakeholder expectations could adversely affect us

    The wording replaces ESG with corporate sustainability, removes evolving stakeholder expectations, and drops explicit brand-equity and product-demand consequences.

    Was: Our failure or perceived failure to achieve our ESG goals or maintain ESG practices that meet evolving stakeholder expectations could adversely affect us

  • 44% rewrittenRisks Related to Our Ability to Grow Our Business

    Incorporating AI technology into our offerings may result in operational, legal, regulatory, ethical and other challenges

    AI is now used in customer-facing products and internal operations; dependence now includes third-party performance, not just availability and pricing.

  • 42% rewrittenRisks Related to the Operation of Our Business

    Disruptions or defects in our services could damage our customers’ businesses, subject us to substantial liability and harm our business

    The risk now expressly includes data loss and service degradation, while removing explicit denial-of-service, ransomware, and other external-incident examples.

  • 35% rewrittenRisks Related to Our Ability to Grow Our Business

    Laws, regulations and customer expectations regarding the use, storage and movement of data may restrict our ability to continue to optimize our platform

    No substantive change; the data-use, privacy, AI, sovereignty, and compliance risk is unchanged.

  • 34% rewrittenRisks Related to Our Ability to Grow Our Business

    A failure to innovate and adapt how we offer our products in response to rapidly evolving technological changes and in the midst of an intensely competitive market may harm our competitive position and business prospects

    The company now highlights AI-native solutions as customer demand evolves, but removes the prior statement that competitors may respond faster.

    Was: A failure to innovate in response to rapidly evolving technological changes and in the midst of an intensely competitive market may harm our competitive position and business prospects

  • 22% rewrittenRisks Related to the Operation of Our Business

    Delays in improving our information systems and processes could interfere with our ability to support our existing and growing base of customers and employees as we scale

    The company added that information-systems improvements may cause impairments or write-downs of existing technologies and other assets.

    Was: Delays in improving our information systems and processes could interfere with our ability to support our existing and growing customer and employee base as we scale

  • 22% rewrittenRisks Related to the Operation of Our Business

    Various factors, including our customers’ business, integration, migration, compliance and security requirements or errors by us, our partners or our customers, may cause implementations of our products to be delayed, inefficient or otherwise unsuccessful

    No substantive change; the text mainly removes commas around “or other factors” and “or our customers.”

  • 21% rewrittenRisks Related to the Operation of Our Business

    We may face natural disasters, including climate change, and other events beyond our control

  • 20% rewrittenRisks Related to Ownership of Our Common Stock

    Provisions in our governing documents or Delaware law might discourage, delay or prevent a change of control or changes in our management and, therefore, depress our stock price

All 28 risk factors

Headings as the filing states them, in filing order.

Risks Related to Our Ability to Grow Our Business

  1. 01Laws, regulations and customer expectations regarding the use, storage and movement of data may restrict our ability to continue to optimize our platform35% rewritten
  2. 02A failure to innovate and adapt how we offer our products in response to rapidly evolving technological changes and in the midst of an intensely competitive market may harm our competitive position and business prospects34% rewritten
  3. 03We may not successfully increase our penetration of international markets or manage risks associated with foreign markets
  4. 04Incorporating AI technology into our offerings may result in operational, legal, regulatory, ethical and other challenges44% rewritten
  5. 05We rely on our network of partners for an increasing portion of our revenues, and if these partners fail to perform, our business may be harmed
  6. 06Doing business with the public sector and heavily-regulated entities subjects us to risks related to government procurement processes, regulations and contracting requirements
  7. 07If we fail to comply with applicable anti-corruption and anti-bribery laws, export control laws, economic and trade sanctions laws, or other global trade laws, we could be subject to penalties and civil and/or criminal sanctions and our business could be materially adversely affected
  8. 08Our customer deals are becoming more complex, which tend to involve longer, more expensive sales cycles, increased pricing pressure, and implementation and configuration challenges
  9. 09As we acquire or invest in companies and technologies, we may not realize the expected business or financial benefits and the acquisitions and investments may divert our management’s attention and result in additional shareholder dilution or costs

Risks Related to the Operation of Our Business

  1. 10Actual or perceived cybersecurity events experienced by us or our third-party service providers may create the perception that our platform is not secure, and we may lose customers or incur significant liabilities
  2. 11We may lose key members of our management team or qualified employees or may not be able to attract and retain the employees we need
  3. 12Delays in the release of, or actual or perceived defects in, our products may slow the adoption of our latest technologies, reduce our ability to efficiently provide services, decrease customer satisfaction and adversely impact future product sales
  4. 13Disruptions or defects in our services could damage our customers’ businesses, subject us to substantial liability and harm our business42% rewritten
  5. 14Delays in improving our information systems and processes could interfere with our ability to support our existing and growing base of customers and employees as we scale22% rewritten
  6. 15We may not be able to protect or enforce our IP rights
  7. 16Our use of open-source software could harm our ability to sell our products and services and subject us to possible litigation
  8. 17Various factors, including our customers’ business, integration, migration, compliance and security requirements or errors by us, our partners or our customers, may cause implementations of our products to be delayed, inefficient or otherwise unsuccessful22% rewritten
  9. 18Our failure or perceived failure to achieve our corporate sustainability goals or maintain corporate sustainability practices that meet evolving stakeholder expectations could adversely affect us57% rewritten
  10. 19We may face natural disasters, including climate change, and other events beyond our control21% rewritten

Risks Related to the Financial Performance or Financial Position of Our Business

  1. 20Because we generally recognize revenues from our subscription services over the subscription term, a decrease in new subscriptions or renewals may not be immediately reflected in our operating results
  2. 21As our business grows, we expect our revenue growth rate to decline over the long term
  3. 22Changes in our effective tax rate or disallowance of our tax positions may adversely affect our business58% rewritten
  4. 23We may be adversely affected by our debt service obligations

Risks Related to General Economic and Political Conditions

  1. 24Our industry and business may be harmed by global economic and political conditions
  2. 25We may be harmed by foreign currency exchange rate fluctuations

Risks Related to Ownership of Our Common Stock

  1. 26Our stock price is likely to continue to be volatile
  2. 27Our stock price is likely to continue to be volatile and subject to wide fluctuations
  3. 28Provisions in our governing documents or Delaware law might discourage, delay or prevent a change of control or changes in our management and, therefore, depress our stock price20% rewritten

Other ServiceNow 10-Ks

  • FY2024 10-K risk factors
    27 risks

    AI expansion creates operational, legal, regulatory and ethical risks while becoming an important expected growth driver.

    Filed Jan 30, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.