SEC Form 4 · accession 0001209191-16-125847

VEEVA SYSTEMS INC · VEEV

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Jonathan Faddis

Officer — SVP, Gen. Counsel, Secretary

Period of report

Jun 1, 2016

Accepted (ET)

Jun 3, 2016 · 7:16 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
Class A Common Stock^F1	Jun 1, 2016	C	500	$0.00	A	1,730	D
Class A Common Stock	Jun 1, 2016	S	500	$32.90	D	1,230	D
Class A Common Stock^F1,F3	Jun 1, 2016	M	500	$0.00	A	1,730	D
Class A Common Stock^F1,F3	Jun 1, 2016	M	500	$0.00	A	2,230	D
Class A Common Stock	Jun 3, 2016	S	180	$34.42	D	2,050	D
Class A Common Stock	Jun 3, 2016	S	185	$34.42	D	1,865	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,F5	$1.54	Jun 1, 2016	M	500	D	—	Sep 27, 2022	Class B Common Stock	500	217,000	D
Class B Common Stock^F1,F6	—	Jun 1, 2016	A	500	A	—	—	Class A Common Stock	500	500	D
Class B Common Stock^F1,F6	—	Jun 1, 2016	C	500	D	—	—	Class A Common Stock	500	0	D
Restricted Stock Units^F1,F3,F7	—	Jun 1, 2016	M	500	D	—	—	Class A Common Stock	500	5,500	D
Restricted Stock Units^F1,F3,F8	—	Jun 1, 2016	M	500	D	—	—	Class A Common Stock	500	7,500	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.
F3Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Class A Common Stock of the Issuer.
F4The sales reported on this Form 4 were effected pursuant to Rule 10b5-1 trading plans adopted by the Reporting Person and were made to cover taxes associated with restricted stock vesting on June 1, 2016.
F5The option shares are fully vested and may be exercised at any time.
F6Each 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.
F7On March 25, 2015, the Reporting Person was granted 8,000 RSUs under the Issuer's 2013 Equity Incentive Plan, of which 6.25% of the RSUs vested on June 1, 2015, with 1/16th of the remaining RSUs vesting for each quarter of continuous service to the Issuer by the Reporting Person after June 1, 2015.
F8On March 23, 2016, the Reporting Person was granted 8,000 RSUs under the Issuer's 2013 Equity Incentive Plan, of which 1/16 of the RSUs vested on June 1, 2016, with 1/16 of the remaining RSUs vesting for each quarter of continuous service to the Issuer by the Reporting Person after June 1, 2016.