0000899243-16-015727.txt : 20160310 0000899243-16-015727.hdr.sgml : 20160310 20160310200732 ACCESSION NUMBER: 0000899243-16-015727 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160309 FILED AS OF DATE: 20160310 DATE AS OF CHANGE: 20160310 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VEEVA SYSTEMS INC CENTRAL INDEX KEY: 0001393052 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 208235463 FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 4280 HACIENDA DRIVE CITY: PLEASANTON STATE: CA ZIP: 94588 BUSINESS PHONE: 925-452-6500 MAIL ADDRESS: STREET 1: 4280 HACIENDA DRIVE CITY: PLEASANTON STATE: CA ZIP: 94588 FORMER COMPANY: FORMER CONFORMED NAME: VERTICALS ONDEMAND INC DATE OF NAME CHANGE: 20070313 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EMERGENCE GP PARTNERS, LLC CENTRAL INDEX KEY: 0001589115 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36121 FILM NUMBER: 161499132 BUSINESS ADDRESS: STREET 1: 160 BOVET ROAD STREET 2: SUITE 300 CITY: SAN MATEO STATE: CA ZIP: 94402 BUSINESS PHONE: 650-573-3100 MAIL ADDRESS: STREET 1: 160 BOVET ROAD STREET 2: SUITE 300 CITY: SAN MATEO STATE: CA ZIP: 94402 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EMERGENCE EQUITY PARTNERS II, L.P. CENTRAL INDEX KEY: 0001589107 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36121 FILM NUMBER: 161499133 BUSINESS ADDRESS: STREET 1: 160 BOVET ROAD STREET 2: SUITE 300 CITY: SAN MATEO STATE: CA ZIP: 94402 BUSINESS PHONE: 650-573-3100 MAIL ADDRESS: STREET 1: 160 BOVET ROAD STREET 2: SUITE 300 CITY: SAN MATEO STATE: CA ZIP: 94402 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EMERGENCE CAPITAL PARTNERS II LP CENTRAL INDEX KEY: 0001401366 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36121 FILM NUMBER: 161499134 BUSINESS ADDRESS: STREET 1: 160 BOVET ROAD CITY: SAN MATEO STATE: CA ZIP: 94402 BUSINESS PHONE: 650-573-3100 MAIL ADDRESS: STREET 1: 160 BOVET ROAD CITY: SAN MATEO STATE: CA ZIP: 94402 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-03-09 0 0001393052 VEEVA SYSTEMS INC VEEV 0001401366 EMERGENCE CAPITAL PARTNERS II LP 160 BOVET ROAD, SUITE 300 SAN MATEO CA 94402 1 0 1 0 0001589107 EMERGENCE EQUITY PARTNERS II, L.P. 160 BOVET ROAD, SUITE 300 SAN MATEO CA 94402 1 0 1 0 0001589115 EMERGENCE GP PARTNERS, LLC 160 BOVET ROAD, SUITE 300 SAN MATEO CA 94402 1 0 1 0 Class A Common Stock 2016-03-09 4 C 0 2000000 0.00 A 0 I By Emergence Capital Partners II, L.P. Class A Common Stock 2016-03-09 4 J 0 2000000 0.00 D 0 I By Emergence Capital Partners II, L.P. Class A Common Stock 2016-03-09 4 J 0 434000 0.00 D 0 I By Emergence Equity Partners II, L.P. Class B Common Stock 2016-03-09 4 C 0 2000000 0.00 D Class A Common Stock 2000000 7950000 I By Emergence Capital Partners II, L.P. Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended (the "Act") pursuant to Rule 16b-6(b) promulgated under the Act. On March 9, 2016, Emergence Capital Partners II, L.P. ("Emergence") converted in the aggregate 2,000,000 shares of the Issuer's Class B Common Stock into 2,000,000 shares of the Issuer's Class A Common Stock. Subsequently, Emergence distributed in-kind, without consideration, all 2,000,000 shares of Class A Common Stock pro-rata to its partners, including its limited partners and its general partner, Emergence Equity Partners II, L.P. ("EEP II"), in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Act. 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"). 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. Mr. Gordon Ritter, a member of EGP and partner of EEP II, serves as a representative of the Emergence Entities on the Issuer's board of directors. On March 9, 2016, EEP II received 434,000 shares of the Issuer's Class A Common Stock as a result of the pro-rata in-kind distribution by Emergence for no consideration. EEP II then immediately distributed in-kind, without consideration, all 434,000 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 Act. 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 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. Emergence Capital Partners II, L.P., By: Emergence Equity Partners II, L.P., its sole general partner, By: Emergence GP Partners, LLC, its sole general partner, /s/ Jason Green, Manager 2016-03-10 Emergence Equity Partners II, L.P., By: Emergence GP Partners, LLC, its sole general partner, /s/ Jason Green, Manager 2016-03-10 Emergence GP Partners, LLC, /s/ Jason Green, Manager 2016-03-10