veev-8k_20190620.htm


Delaware	001-36121	20-8235463
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

4280 Hacienda Drive Pleasanton, California		94588
(Address of Principal Executive Offices)		(Zip Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

Title of each class

Trading Symbol

Name of each exchange on which registered

Class A Common Stock,

par value $0.00001 per share

VEEV

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

On June 20, 2019, Veeva Systems Inc. (“Veeva”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, Veeva’s stockholders voted on two proposals, each of which is described in more detail in the definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on May 9, 2019 (the “2019 Proxy Statement”).

Only stockholders of record as of the close of business on April 26, 2019, the record date for the Annual Meeting, were entitled to vote at the Annual Meeting. As of the record date, 127,819,515 shares of Veeva’s Class A common stock and 19,188,915 shares of Veeva’s Class B common stock were outstanding and entitled to vote at the Annual Meeting. In deciding all matters at the Annual Meeting, each holder of Class A common stock of Veeva was entitled to one vote for each share of Class A common stock held as of the close of business on the record date, and each holder of Class B common stock of Veeva was entitled to ten votes for each share of Class B common stock held as of the close of business on the record date. The Class A common stock and Class B common stock voted as a single class on all matters.

The matters voted on at the Annual Meeting and the voting results with respect to each such matter are set forth below.

Proposal 1: Each of the following nominees were elected to serve as Class III directors until the 2022 annual meeting of stockholders or until his successor has been duly elected and qualified. The vote for each director nominee is set forth in the table below:

NAME

FOR

WITHHOLD

BROKER

NON-VOTES

Ronald E.F. Codd

283,824,906

9,513,039

15,290,252

Peter P. Gassner

289,016,488

4,321,457

15,290,252

Proposal 2: The appointment of KMPG LLP as Veeva’s independent registered public accounting firm for the fiscal year ending January 31, 2020 was ratified by the stockholders based on the following results of voting:

FOR		AGAINST		ABSTAIN
307,780,875		707,039		140,283

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		Veeva Systems Inc.


		By:	/s/ Josh Faddis
			Josh Faddis
			Senior Vice President, General Counsel

Dated:	June 21, 2019