VEEVA SYSTEMS INC — Director's Dealing 2023

Jan 7, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VEEVA SYSTEMS INC (VEEV)
CIK: 0001393052
Period of Report: 2023-01-04

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-01-04	Class A Common Stock	C	41494	—	Acquired	41494	Direct
2023-01-04	Class A Common Stock	S	3717	$163.2916	Disposed	37777	Direct
2023-01-04	Class A Common Stock	S	4697	$164.6627	Disposed	33080	Direct
2023-01-04	Class A Common Stock	S	25441	$165.4143	Disposed	7639	Direct
2023-01-04	Class A Common Stock	S	7639	$166.1357	Disposed	0	Direct
2023-01-05	Class A Common Stock	C	24000	—	Acquired	24000	Direct
2023-01-05	Class A Common Stock	S	14663	$161.0157	Disposed	9337	Direct
2023-01-05	Class A Common Stock	S	8837	$162.0743	Disposed	500	Direct
2023-01-05	Class A Common Stock	S	500	$162.613	Disposed	0	Direct
2023-01-06	Class A Common Stock	C	23730	—	Acquired	23730	Direct
2023-01-06	Class A Common Stock	S	2420	$157.5604	Disposed	21310	Direct
2023-01-06	Class A Common Stock	S	998	$158.4279	Disposed	20312	Direct
2023-01-06	Class A Common Stock	S	8889	$159.7425	Disposed	11423	Direct
2023-01-06	Class A Common Stock	S	8116	$160.6481	Disposed	3307	Direct
2023-01-06	Class A Common Stock	S	3307	$161.3989	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-01-04	Stock Option (right to buy)	$3.92	M	41494	Disposed	2023-03-09	Class B Common Stock (41494.0)	Direct
2023-01-04	Class B Common Stock	$3.92	M	41494	Acquired		Class A Common Stock (41494.0)	Direct
2023-01-04	Class B Common Stock	$	C	41494	Disposed		Class A Common Stock (41494.0)	Direct
2023-01-05	Stock Option (right to buy)	$3.92	M	24000	Disposed	2023-03-09	Class B Common Stock (24000.0)	Direct
2023-01-05	Class B Common Stock	$3.92	M	24000	Acquired		Class A Common Stock (24000.0)	Direct
2023-01-05	Class B Common Stock	$	C	24000	Disposed		Class A Common Stock (24000.0)	Direct
2023-01-06	Stock Option (right to buy)	$3.92	M	23730	Disposed	2023-03-09	Class B Common Stock (23730.0)	Direct
2023-01-06	Class B Common Stock	$3.92	M	23730	Acquired		Class A Common Stock (23730.0)	Direct
2023-01-06	Class B Common Stock	$	C	23730	Disposed		Class A Common Stock (23730.0)	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 $162.905 to $163.85 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 $163.95 to $164.94 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 $164.95 to $165.945 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 $165.95 to $166.42 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 $160.54 to $161.53 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 $161.545 to $162.54 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 $162.545 to $162.66 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 $157.085 to $158.05 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 $158.095 to $159.03 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 $159.21 to $160.19 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.

F13: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $160.21 to $161.195 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 $161.22 to $161.63 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 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.

F16: The option shares are fully vested and may be exercised at any time.

F17: 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.