SEC Form 4 · accession 0001209191-16-110211
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
Mar 21, 2016
Accepted (ET)
Mar 23, 2016 · 4:21 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 | Mar 21, 2016 | C | 3,750 | $0.00 | A | 5,006 | D | |
| Class A Common Stock | Mar 21, 2016 | S | 3,750 | $25.74 | D | 1,256 | 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)F1,F3 | $0.44 | Mar 21, 2016 | M | 3,750 | D | — | Mar 24, 2021 | Class B Common Stock | 3,750 | 62,500 | D |
| Class B Common StockF1,F4 | — | Mar 21, 2016 | A | 3,750 | A | — | — | Class A Common Stock | 3,750 | 3,750 | D |
| Class B Common StockF1,F4 | — | Mar 21, 2016 | C | 3,750 | D | — | — | Class A Common Stock | 3,750 | 0 | D |
Explanation of responses
- F1Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-6(b) promulgated under the Act.
- F2The sales reported on this Form 4 were effected pursuant to Rule 10b5-1 trading plans adopted by the Reporting Person.
- F3The option shares are fully vested and may be exercised at any time.
- F4Each 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.