VEEVA SYSTEMS INC — Director's Dealing 2023

Dec 16, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VEEVA SYSTEMS INC (VEEV)
CIK: 0001393052
Period of Report: 2023-12-14

Reporting Person: Ritter Gordon (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-12-14	Class A Common Stock	J	1463	—	Disposed	0	Direct
2023-12-14	Class A Common Stock	J	344	—	Acquired	543800	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	1000000	Indirect
Class A Common Stock	92000	Indirect

Footnotes

F1: On December 14, 2023, the Reporting Person distributed in-kind, without consideration, 1,463 shares of Class A Common Stock pro-rata to Emergence Equity Partners II, L.P. ("EEP II"), in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended. EEP II then immediately distributed in-kind, without consideration, all 1,463 shares of Class A Common Stock pro-rata to its partners, in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended.

F2: The Form 4 filed by the Reporting Person on December 1, 2023 incorrectly reported the number of shares of Class A Common Stock held directly as 1,001,463 (the correct number of shares directly held was 1,463), and did not report 1,000,000 shares of Class A Common Stock held by Emergence Capital Partners II, L.P. ("Emergence").

F3: Pro rata distribution from EEP II in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended.

F4: Shares held by The Ritter-Metzler Revocable Trust dated November 6, 2000 (the "Trust"). The Reporting Person is a trustee and beneficiary of the Trust and may be deemed to share voting and dispositive power with regard to the reported shares held by the Trust. The Reporting Person disclaims beneficial ownership of the reported shares held by the Trust, except to the extent, if any, of his pecuniary interest therein.

F5: The sole general partner of Emergence is EEP II, and the sole general partner of EEP II is Emergence GP Partners, LLC ("EGP", and together with Emergence and EEP II, the "Emergence Entities"), and each of EEP II and EGP may be deemed to have sole voting and dispositive power with respect to the shares held by Emergence, and EGP may be deemed to have sole voting and dispositive power with respect to the shares held by EEP II. The Reporting Person is a partner of EEP II and a member of EGP and serves on the Issuer's board of directors. The Reporting Person disclaims beneficial ownership of the reported shares held by the Emergence Entities except to the extent of his pecuniary interest therein, if any, by virtue of the limited liability company interest he owns in EGP and the partnership interest he owns in EEP II.

F6: Shares held by GABACOR Holdings LLC ("GABACOR"). The Reporting Person is a controlling person of GABACOR and may be deemed to share voting and dispositive power with regard to the reported shares held by GABACOR. The Reporting Person disclaims beneficial ownership of the reported shares held by GABACOR, except to the extent, if any, of his pecuniary interest therein.