SEC Form 4 · accession 0001209191-17-018046
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
Mar 1, 2017
Accepted (ET)
Mar 3, 2017 · 7:23 pm EST
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 1, 2017 | C | 500 | $0.00 | A | 962 | D | |
| Class A Common Stock | Mar 1, 2017 | S | 500 | $42.00 | D | 462 | D | |
| Class A Common StockF1,F3 | Mar 1, 2017 | M | 1,000 | $0.00 | A | 1,462 | D | |
| Class A Common Stock | Mar 3, 2017 | S | 388 | $43.85 | D | 1,074 | 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 | Mar 1, 2017 | M | 500 | D | — | Sep 27, 2022 | Class B Common Stock | 500 | 120,500 | D |
| Class B Common StockF1,F6 | — | Mar 1, 2017 | A | 500 | A | — | — | Class A Common Stock | 500 | 16,500 | D |
| Class B Common StockF1,F6 | — | Mar 1, 2017 | C | 500 | D | — | — | Class A Common Stock | 500 | 16,000 | D |
| Restricted Stock UnitsF1,F3,F7 | — | Mar 1, 2017 | M | 500 | D | — | — | Class A Common Stock | 500 | 4,000 | D |
| Restricted Stock UnitsF1,F3,F8 | — | Mar 1, 2017 | M | 500 | D | — | — | Class A Common Stock | 500 | 6,000 | 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 March 1, 2017.
- 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.