0001209191-19-062017.txt : 20191227 0001209191-19-062017.hdr.sgml : 20191227 20191227161112 ACCESSION NUMBER: 0001209191-19-062017 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191223 FILED AS OF DATE: 20191227 DATE AS OF CHANGE: 20191227 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ritter Gordon CENTRAL INDEX KEY: 0001585857 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36121 FILM NUMBER: 191313841 MAIL ADDRESS: STREET 1: C/O EMERGENCE CAPITAL STREET 2: 160 BOVET ROAD SUITE 300 CITY: SAN MATEO STATE: CA ZIP: 94402 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: 925-264-8887 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 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-12-23 0 0001393052 VEEVA SYSTEMS INC VEEV 0001585857 Ritter Gordon C/O EMERGENCE CAPITAL 160 BOVET ROAD, STE. 300 SAN MATEO CA 94402 1 0 0 0 Class A Common Stock 2019-12-23 4 C 0 850000 0.00 A 0 I By Emergence Capital Partners II, L.P. Class A Common Stock 2019-12-23 4 J 0 850000 0.00 D 0 I By Emergence Capital Partners II, L.P. Class A Common Stock 2019-12-23 4 J 0 184156 0.00 D 0 I By Emergence Equity Partners II, L.P. Class A Common Stock 2019-12-23 4 J 0 52685 0.00 A 634479 I By the Ritter-Metzler Revocable Trust dated November 6, 2000 Class B Common Stock 2019-12-23 4 C 0 850000 0.00 D Class A Common Stock 850000 1000000 I By Emergence Capital Partners II, L.P. On December 23, 2019, Emergence Capital Partners II, L.P. ("Emergence") converted in the aggregate 850,000 shares of the Issuer's Class B Common Stock into 850,000 shares of the Issuer's Class A Common Stock. Subsequently, Emergence distributed in-kind, without consideration, all 850,000 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 Securities Exchange Act of 1934, as amended. 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. 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. 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. On December 23, 2019, EEP II received 184,156 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 184,156 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. 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. 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. /s/ Meaghan S. Nelson, attorney-in-fact 2019-12-27