0001181431-13-055030.txt : 20131023 0001181431-13-055030.hdr.sgml : 20131023 20131023212536 ACCESSION NUMBER: 0001181431-13-055030 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131021 FILED AS OF DATE: 20131023 DATE AS OF CHANGE: 20131023 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: 4637 CHABOT DRIVE STREET 2: SUITE 210 CITY: PLEASANTON STATE: CA ZIP: 94588 BUSINESS PHONE: 925-452-6500 MAIL ADDRESS: STREET 1: 4637 CHABOT DRIVE STREET 2: SUITE 210 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: Wallach Matthew J CENTRAL INDEX KEY: 0001585819 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36121 FILM NUMBER: 131166680 MAIL ADDRESS: STREET 1: C/O VEEVA SYSTEMS INC. STREET 2: 4637 CHABOT DRIVE STE. 210 CITY: PLEASANTON STATE: CA ZIP: 94588 4 1 rrd392981.xml FORM 4 X0306 4 2013-10-21 0 0001393052 VEEVA SYSTEMS INC VEEV 0001585819 Wallach Matthew J C/O VEEVA SYSTEMS INC. 4637 CHABOT DRIVE, SUITE 210 PLEASANTON CA 94588 0 1 0 0 President Common Stock 2013-10-21 4 J 0 2900000 D 0 D Common Stock 2013-10-21 4 J 0 300000 D 0 I By Matt Wallach 2012 Irrevocable Trust Common Stock 2013-10-21 4 J 0 300000 D 0 I By Matt Wallach 2013 Irrevocable Trust Class A Common Stock 2013-10-21 4 C 0 500000 A 500000 D Class A Common Stock 2013-10-21 4 S 0 500000 20.00 D 0 D Class B Common Stock 2013-10-21 4 J 0 2900000 0 A Class A Common Stock 2900000 2900000 D Class B Common Stock 2013-10-21 4 C 0 500000 0 D Class A Common Stock 500000 2400000 D Class B Common Stock 2013-10-21 4 J 0 300000 0 A Class A Common Stock 300000 300000 I By Matt Wallach 2012 Irrevocable Trust Class B Common Stock 2013-10-21 4 J 0 300000 0 A Class A Common Stock 300000 300000 I By Matt Wallach 2013 Irrevocable Trust Stock Option (right to buy) 3.92 2013-10-21 4 J 0 1333333 0 D 2023-03-09 Common Stock 1333333 0 D Stock Option (right to buy) 3.92 2013-10-21 4 J 0 1333333 0 A 2023-03-09 Class B Common Stock 1333333 1333333 D Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock automatically reclassified into one (1) share of Class B Common Stock immediately prior to the closing of the Issuer's initial public offering of Class A Common Stock (the "IPO"). The shares are held directly by the Matt Wallach 2012 Irrevocable Trust (the "2012 Trust"). The Reporting Person is a trustee and beneficiary of the 2012 Trust and may be deemed to share voting and dispositive power with regard to the reported shares held by the 2012 Trust. The shares are held directly by the Matt Wallach 2013 Irrevocable Trust (the "2013 Trust"). The Reporting Person is a trustee and beneficiary of the 2013 Trust and may be deemed to share voting and dispositive power with regard to the reported shares held by the 2013 Trust. Each share of Class A Common Stock was issued upon conversion of one (1) share of Class B Common Stock. The Reporting Person sold Class A Common Stock to the underwriters in connection with the closing of the IPO. 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. Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock underlying the reported option automatically reclassified into one (1) share of Class B Common Stock immediately prior to the closing of the IPO. 1/60th of the option shares will vest and become exercisable for each month of continuous service by the Reporting Person after February 1, 2014. /s/ Meaghan Nelson, attorney-in-fact 2013-10-23