0001181431-13-055038.txt : 20131023 0001181431-13-055038.hdr.sgml : 20131023 20131023214212 ACCESSION NUMBER: 0001181431-13-055038 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: Armenante Mark CENTRAL INDEX KEY: 0001585820 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36121 FILM NUMBER: 131166697 MAIL ADDRESS: STREET 1: C/O VEEVA SYSTEMS INC. STREET 2: 4637 CHABOT DRIVE STE. 210 CITY: PLEASANTON STATE: CA ZIP: 94588 4 1 rrd393213.xml FORM 4 X0306 4 2013-10-21 0 0001393052 VEEVA SYSTEMS INC VEEV 0001585820 Armenante Mark C/O VEEVA SYSTEMS INC. 4637 CHABOT DRIVE, SUITE 210 PLEASANTON CA 94588 1 0 1 0 Common Stock 2013-10-21 4 C 0 11800000 A 11800000 D Common Stock 2013-10-21 4 J 0 11800000 D 0 D 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 D 0 D Common Stock 2013-10-21 4 C 0 500000 A 500000 I By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 Common Stock 2013-10-21 4 J 0 500000 D 0 I By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 Common Stock 2013-10-21 4 C 0 500000 A 500000 I By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 Common Stock 2013-10-21 4 J 0 500000 D 0 I By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 Common Stock 2013-10-21 4 C 0 1000000 A 1000000 I By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 Common Stock 2013-10-21 4 J 0 1000000 D 0 I By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 Common Stock 2013-10-21 4 C 0 1000000 A 1000000 I By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 Common Stock 2013-10-21 4 J 0 1000000 D 0 I By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 Series A Convertible Preferred Stock 2013-10-21 4 C 0 11800000 0 D Common Stock 11800000 0 D Class B Common Stock 2013-10-21 4 J 0 11800000 0 A Class A Common Stock 11800000 11800000 D Class B Common Stock 2013-10-21 4 C 0 500000 0 D Class A Common Stock 500000 11300000 D Series A Convertible Preferred Stock 2013-10-21 4 C 0 500000 0 D Common Stock 500000 0 I By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 Class B Common Stock 2013-10-21 4 J 0 500000 0 A Class A Common Stock 500000 500000 I By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 Series A Convertible Preferred Stock 2013-10-21 4 C 0 500000 0 D Common Stock 500000 0 I By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 Class B Common Stock 2013-10-21 4 J 0 500000 0 A Class A Common Stock 500000 500000 I By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 Series A Convertible Preferred Stock 2013-10-21 4 C 0 1000000 0 D Common Stock 1000000 0 I By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 Class B Common Stock 2013-10-21 4 J 0 1000000 0 A Class A Common Stock 1000000 1000000 I By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 Series A Convertible Preferred Stock 2013-10-21 4 C 0 1000000 0 D Common Stock 1000000 0 I By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 Class B Common Stock 2013-10-21 4 J 0 1000000 0 A Class A Common Stock 1000000 1000000 I By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 Each share of convertible preferred stock automatically converted into one (1) share of Common Stock immediately prior to the closing of the Issuer's initial public offering of Class A Common Stock (the "IPO"), and has no expiration date. Immediately prior to the closing of the IPO and following the conversion of each series of the Issuer's convertible preferred stock into Common Stock, each share of Common Stock was reclassified, in an exempt transaction pursuant to Rule 16b-7, into one (1) share of Class B Common Stock. 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. Shares held by Andrew M. Armenante Trust 2000 dated July 14, 2000 (the "Andrew Armenante Trust"). The Reporting Person is a trustee of the trust and a family member of Andrew Armenante, the beneficiary of the Andrew Armenante Trust, and may be deemed to share voting and dispositive power with regard to the reported shares held by the Andrew Armenante Trust. Shares held by the Christina E. Armenante Trust 2000 dated July 14, 2000 (the "Christina Armenante Trust"). The Reporting Person is a trustee of the trust and a family member of Christina Armenante, the beneficiary of the Christina Armenante Trust, and may be deemed to share voting and dispositive power with regard to the reported shares held by the Christina Armenante Trust. Shares held by the Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (the "Mark Armenante GRAT"). The Reporting Person is a trustee and beneficiary of the Mark Armenante GRAT, and may be deemed to share voting and dispositive power with regard to the reported shares held by the the Mark Armenante GRAT. Shares held by the Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (the "Elizabeth Armenante GRAT"). The Reporting Person is a trustee and family member of Elizabeth Armenante, the beneficiary of the Elizabeth Armenante GRAT, and may be deemed to share voting and dispositive power with regard to the reported shares held by the Elizabeth Armenante GRAT. /s/ Meaghan Nelson, attorney-in-fact 2013-10-23