VEEVA SYSTEMS INC — Director's Dealing 2020

Jan 10, 2020

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: VEEVA SYSTEMS INC (VEEV)
CIK: 0001393052
Period of Report: 2020-01-01

Reporting Person: Wallach Matthew J (Director)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$0.00		Class A Common Stock (130000)		Direct
Class B Common Stock	$0.00		Class A Common Stock (100000)		Indirect
Class B Common Stock	$0.00		Class A Common Stock (100002)		Indirect
Class B Common Stock	$0.00		Class A Common Stock (50000)		Indirect
Stock Option (right to buy)	$3.92	2023-03-09	Class B Common Stock (100000)		Direct

Footnotes

F1: Each 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 in effect after the closing of the IPO. 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.

F2: The shares are held directly by the Matt Wallach 2012 Irrevocable Trust (the "2012 Trust"). The Reporting Person is neither a trustee nor a beneficiary of the 2012 Trust and does not share voting or dispositive power with regard to the reported shares held by the 2012 Trust.

F3: The shares are held directly by the Matt Wallach 2013 Irrevocable Trust (the "2013 Trust"). The Reporting Person is neither a trustee nor a beneficiary of the 2013 Trust and does not share voting or dispositive power with regard to the reported shares held by the 2013 Trust.

F4: The shares are held directly by the Matt Wallach 2012 Irrevocable Non-Grantor Trust (the "2012 Non-Grantor Trust"). The Reporting Person is neither a Trustee nor a beneficiary of the 2012 Non-Grantor Trust and does not share voting or dispositive power with regard to the reported shares held by the 2012 Non-Grantor Trust.

F5: The Reporting Person has vested ownership in this option, which may be exercised until March 8, 2023.