VEEVA SYSTEMS INC — Director's Dealing 2022

Dec 8, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VEEVA SYSTEMS INC (VEEV)
CIK: 0001393052
Period of Report: 2022-12-05

Reporting Person: Gassner Peter P (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-12-05	Class A Common Stock	C	58333	—	Acquired	58333	Direct
2022-12-05	Class A Common Stock	S	28167	$167.1332	Disposed	30166	Direct
2022-12-05	Class A Common Stock	S	4061	$167.9741	Disposed	26105	Direct
2022-12-05	Class A Common Stock	S	6078	$169.029	Disposed	20027	Direct
2022-12-05	Class A Common Stock	S	4321	$170.0677	Disposed	15706	Direct
2022-12-05	Class A Common Stock	S	12712	$171.5836	Disposed	2994	Direct
2022-12-05	Class A Common Stock	S	2994	$172.1319	Disposed	0	Direct
2022-12-06	Class A Common Stock	C	69978	—	Acquired	69978	Direct
2022-12-06	Class A Common Stock	S	4922	$162.5376	Disposed	65056	Direct
2022-12-06	Class A Common Stock	S	15192	$163.7877	Disposed	49864	Direct
2022-12-06	Class A Common Stock	S	21096	$164.7069	Disposed	28768	Direct
2022-12-06	Class A Common Stock	S	8378	$165.7777	Disposed	20390	Direct
2022-12-06	Class A Common Stock	S	5608	$166.7499	Disposed	14782	Direct
2022-12-06	Class A Common Stock	S	6204	$167.8841	Disposed	8578	Direct
2022-12-06	Class A Common Stock	S	8578	$168.433	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-12-05	Stock Option (right to buy)	$3.92	M	58333	Disposed	2023-03-09	Class B Common Stock (58333.0)	Direct
2022-12-05	Class B Common Stock	$3.92	M	58333	Acquired		Class A Common Stock (58333.0)	Direct
2022-12-05	Class B Common Stock	$	C	58333	Disposed		Class A Common Stock (58333.0)	Direct
2022-12-06	Stock Option (right to buy)	$3.92	M	69978	Disposed	2023-03-09	Class B Common Stock (69978.0)	Direct
2022-12-06	Class B Common Stock	$3.92	M	69978	Acquired		Class A Common Stock (69978.0)	Direct
2022-12-06	Class B Common Stock	$	C	69978	Disposed		Class A Common Stock (69978.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	41000	Indirect
Class A Common Stock	41000	Indirect

Footnotes

F1: Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-6(b) promulgated under the Act.

F2: This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.

F3: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $166.575 to $167.57 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.

F4: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $167.58 to $168.57 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.

F5: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $168.595 to $169.57 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.

F6: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $169.62 to $170.55 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.

F7: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $170.98 to $171.95 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.

F8: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $171.98 to $172.64 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.

F9: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $162.11 to $163.08 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.

F10: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $163.21 to $164.20 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.

F11: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $164.21 to $165.19 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.

F12: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $165.21 to $166.20 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.

F13: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $166.21 to $167.17 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.

F14: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $167.24 to $168.235 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.

F15: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $168.24 to $168.575 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.

F16: The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

F17: The option shares are fully vested and may be exercised at any time.

F18: 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. 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.