SEC Form 4 · accession 0001209191-15-076643
VEEVA SYSTEMS INC · VEEV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Frank Defesche
Officer — SVP, Global Customer Services
Period of report
Oct 21, 2015
Accepted (ET)
Oct 23, 2015 · 7:27 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001393052
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Oct 21, 2015 | C | 3,750 | $0.00 | A | 4,374 | D | |
| Class A Common StockF3,F1 | Oct 21, 2015 | S | 3,750 | $25.5001 | D | 624 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F4 | $0.44 | Oct 21, 2015 | M | 3,750 | D | — | Mar 24, 2021 | Class B Common Stock | 3,750 | 81,250 | D |
| Class B Common StockF5 | — | Oct 21, 2015 | A | 3,750 | A | — | — | Class A Common Stock | 3,750 | 3,750 | D |
| Class B Common StockF5 | — | Oct 21, 2015 | C | 3,750 | D | — | — | Class A Common Stock | 3,750 | 0 | D |
Explanation of responses
- F1The amounts listed in Column 5 correctly report the number of shares of Class A Common Stock held by the Reporting Person. Due to a clerical error, the Form 4 of the Reporting Person filed September 23, 2015 underreported the amount of Class A Common Stock held by the Reporting Person in Column 5 by 624 shares.
- F2The sales reported on this Form 4 were effected pursuant to Rule 10b5-1 trading plans adopted by the Reporting Person.
- F3The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.2500 to $25.8000 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (3).
- F4The option shares are fully vested and may be exercised at any time.
- F5Each share of Class B Common Stock is convertible, at any time at the option of the holder, into one (1) share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon any transfer, whether or not for value, which occurs after the closing of the IPO, except for certain permitted transfers described in, and transfers to any "permitted transferee" as defined in, the Issuer's restated certificate of incorporation. All shares of Class A and Class B Common Stock will convert automatically into shares of a single class of Common Stock upon the earliest to occur of the following: (a) upon the election by the holders of a majority of the then outstanding shares of Class B Common Stock or (b) October 15, 2023.