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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 | ||||||||
| Series A Convertible Preferred Stock | (1) | 10/21/2013 | C(1) | 11,800,000 | (1) | (1) | Common Stock | 11,800,000 | $ 0 | 0 | D | ||||
| Class B Common Stock | (4) | 10/21/2013 | J(2) | 11,800,000 | (4) | (4) | Class A Common Stock | 11,800,000 | $ 0 | 11,800,000 | D | ||||
| Class B Common Stock | (4) | 10/21/2013 | C(3) | 500,000 | (4) | (4) | Class A Common Stock | 500,000 | $ 0 | 11,300,000 | D | ||||
| Series A Convertible Preferred Stock | (1) | 10/21/2013 | C(1) | 500,000 | (1) | (1) | Common Stock | 500,000 | $ 0 | 0 | I | By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 (5) | |||
| Class B Common Stock | (4) | 10/21/2013 | J(2) | 500,000 | (4) | (4) | Class A Common Stock | 500,000 | $ 0 | 500,000 | I | By Andrew M. Armenante Trust 2000 U/A dated July 14, 2000 (5) | |||
| Series A Convertible Preferred Stock | (1) | 10/21/2013 | C(1) | 500,000 | (1) | (1) | Common Stock | 500,000 | $ 0 | 0 | I | By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 (6) | |||
| Class B Common Stock | (4) | 10/21/2013 | J(2) | 500,000 | (4) | (4) | Class A Common Stock | 500,000 | $ 0 | 500,000 | I | By Christina E. Armenante Trust 2000 U/A dated July 14, 2000 (6) | |||
| Series A Convertible Preferred Stock | (1) | 10/21/2013 | C(1) | 1,000,000 | (1) | (1) | Common Stock | 1,000,000 | $ 0 | 0 | I | By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (7) | |||
| Class B Common Stock | (4) | 10/21/2013 | J(2) | 1,000,000 | (4) | (4) | Class A Common Stock | 1,000,000 | $ 0 | 1,000,000 | I | By Mark A. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (7) | |||
| Series A Convertible Preferred Stock | (1) | 10/21/2013 | C(1) | 1,000,000 | (1) | (1) | Common Stock | 1,000,000 | $ 0 | 0 | I | By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (8) | |||
| Class B Common Stock | (4) | 10/21/2013 | J(2) | 1,000,000 | (4) | (4) | Class A Common Stock | 1,000,000 | $ 0 | 1,000,000 | I | By Elizabeth T. Armenante Grantor Retained Annuity Trust dated May 20, 2013 (8) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Armenante Mark C/O VEEVA SYSTEMS INC. 4637 CHABOT DRIVE, SUITE 210 PLEASANTON, CA 94588 |
X | X | ||
| /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) | 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. |
| (2) | 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. |
| (3) | 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. |
| (4) | 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. |
| (5) | 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. |
| (6) | 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. |
| (7) | 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. |
| (8) | 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. |