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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Class B Common Stock | (5) | 10/21/2013 | J(1) | 2,900,000 | (5) | (5) | Class A Common Stock | 2,900,000 | $ 0 | 2,900,000 | D | ||||
Class B Common Stock | (5) | 10/21/2013 | C(4) | 500,000 | (5) | (5) | Class A Common Stock | 500,000 | $ 0 | 2,400,000 | D | ||||
Class B Common Stock | (5) | 10/21/2013 | J(1) | 300,000 | (5) | (5) | Class A Common Stock | 300,000 | $ 0 | 300,000 | I | By Matt Wallach 2012 Irrevocable Trust (2) | |||
Class B Common Stock | (5) | 10/21/2013 | J(1) | 300,000 | (5) | (5) | Class A Common Stock | 300,000 | $ 0 | 300,000 | I | By Matt Wallach 2013 Irrevocable Trust (3) | |||
Stock Option (right to buy) | $ 3.92 | 10/21/2013 | J(6) | 1,333,333 | (7) | 03/09/2023 | Common Stock | 1,333,333 | $ 0 | 0 | D | ||||
Stock Option (right to buy) | $ 3.92 | 10/21/2013 | J(6) | 1,333,333 | (7) | 03/09/2023 | Class B Common Stock | 1,333,333 | $ 0 | 1,333,333 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Wallach Matthew J C/O VEEVA SYSTEMS INC. 4637 CHABOT DRIVE, SUITE 210 PLEASANTON, CA 94588 |
President |
/s/ Meaghan Nelson, attorney-in-fact | 10/23/2013 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | 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"). |
(2) | 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. |
(3) | 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. |
(4) | 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. |
(5) | 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. |
(6) | 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. |
(7) | 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. |